Dealmakers could almost be forgiven for asking ‘what crisis?’ lately as a raft of recent major deals, including Centrica’s $3.6bn sale of its US energy business and Adevinta’s $9.2bn acquisition of eBay’s classifieds business, have kept Global 100 lawyers on their toes during lockdown.
These major transactions, along with a raft of private equity deals involving Silver Lake, have kept international playmakers inundated during what, by rights, should have been a less than optimistic period.
Slaughter and May and Cravath, Swaine & Moore advised London Stock Exchange-listed utility Centrica as it agreed to sell Direct Energy – its North American energy supply, services and trading business – to NRG Energy for $3.6bn.
Slaughters corporate partners Hywel Davies and Rob Innes led on the deal out of London and the New York Cravath team was led by partners Erik Tavzel and Andrew Elken. Centrica’s in-house legal team included general counsel and company secretary Justine Campbell; Sarah Carter, head of legal, corporate and M&A; and GC for North America, Thomas Smith.
Innes told Legal Business: ‘The pipeline dropped off when we first went into lockdown – people’s priorities were elsewhere and valuations were difficult. As for market outlook – I could give you the glass-half-full version or the glass-half-empty version – both are equally plausible. But many clients are back looking at opportunities now the initial crisis has abated.’
Innes noted the drawback of lockdown in terms of trainees’ ability to become immersed in the deal as effectively through being able to listen in on every call but there have also been advantages. ‘A number of clients have said that organising the availability of the chief exec and the c-suite has never been easier. Everyone has been much more available to hop on a call on Teams than in normal circumstances.’
Elsewhere, advising Norway’s Adevinta on its agreement to acquire the classifieds business of eBay for $9.2bn has been one of the many transactions keeping the M&A practices of Skadden, Arps, Slate, Meagher & Flom busy, led by London partners Lorenzo Corte, Denis Klimentchenko and Scott Simpson. The Skadden team also included London leveraged finance partner Pete Coulton and New York tax partner David Rievman.
Brussels-based Cleary, Gottlieb, Steen & Hamilton partner Francisco Enrique González-Díaz advised Adevinta on tax matters. Seller eBay was advised by Wachtell Lipton, Rosen & Katz in the US with a team led by M&A partner Karessa Cain and Brussels-based Quinn Emanuel Urquhart & Sullivan partner Trevor Soames advised on antitrust matters.
During July, Skadden’s London corporate team has also advised Silver Lake on its acquisition of French financial services provider Group Meilleurtaux from West Street Capital Partners, the private equity arm of Goldman Sachs Group, as well as its acquisition of Silae, a French cloud-based HR software provider, for roughly €500m.
Skadden’s Lorenzo Corte notes that, in spite of initial concerns from dealmakers that it would be challenging to execute transactions via video calls, lockdown working conditions did not stop them from being handled efficiently and at ‘rocket speed.’
‘Before coronavirus, the mantra had been that if we weren’t all in the same room, we’ll never get the deal done’, said Corte, noting that the Silver Lake transactions were finalised within a matter of weeks.
‘Being forced to do deals by video meant there was no time spent travelling. In some ways, it made deal execution more efficient with less time spent on logistics and more time committed to the substance of the deal.
‘It’s proved that for smart and creative people, there can be opportunities from an execution perspective and from a business development perspective,’ he added.
The other Skadden partners on the Meilleurtaux deal were Katja Butler and Alex Jupp in London, Arash Attar-Revzani and Thomas Perrot in Paris, as well as antitrust partner Frederic Depoortere in Brussels.
Kirkland & Ellis advised West Street Capital Partners on the sale, with a team led by Paris corporate partner Vincent Ponsonnaille.
Corte led on the Silae deal, with the team including Attar-Rezvani, Perrot and Depoortere.