International business reorganisations in London

Baker McKenzie

Baker McKenzie LLP is reputed for its depth of expertise in international business reorganisations projects and assists multi-national clients in post-acquisition integration, pre-transaction separation projects, legal entity rationalisation and group and supply chain reorganisations. The firm’s corporate reorganisations team in London is jointly led by Emily Carlisle, who advises on major reorganisation projects, including Brexit restructuring projects, and Jo Hewitt, who focuses on post-acquisition integration and subsidiary governance. The global head of the department, Kirsty Wilson, covers a range of projects and frequently leads significant post-acquisition integrations. With vast experience in the planning and implementation of cross-border business reorganizations and carve-out/spin off M&A transactions, the arrival of Richard Needham in December 2023 bolsters the firm’s offering. Rakesh Rathod is a key contact for various corporate transactions and reorganisations while Emma Smith has considerable experience navigating clients through the challenges that arise when coordinating cross-border reorganisations.

 

Responsables de la pratique:

Emily Carlisle; Jo Hewitt


Autres avocats clés:

Richard Needham; Kirsty Wilson; Rakesh Rathod; Emma Smith


Les références

‘The reorganisation team at Baker McKenzie is first rate and cutting edge.’

‘Richard Needham is a first-rate operator and flies under the radar. The re-hiring of Richard by B&M is a very smart move. He is super smart and gets the job done. Highly recommend.’

‘The practice consists of individuals that have the experience and expertise to manage and execute on the most complicated multi-jurisdictional reorganization projects.’

Principaux clients

25*25


Accenture plc


Atos


Baker Hughes


Bristol Myers Squibb


Emerson


Equinix Inc.


GSK


GXO Logistics Inc.


Haleon


Johnson & Johnson


New Mountain Capital


Nielsen


S&P Global


Sika


Spectrum Brands


Stryker


Takeda


Thales


Whirlpool


Principaux dossiers


  • Advise Atos on the carve out of Atos’ Managed Infrastructure Services, Digital Workplace and Professional Services activities and its Big Data and Security and Digital activities in preparation for the spin-off of the Evidian business (or part thereof).
  • Assisting Whirlpool with the pre-transaction restructuring steps to facilitate the key strategic transfer of its European, Middle East and North Africa business to a new Joint Venture with Arcelik.
  • Advised Sika AG on its EUR 5.3 billion acquisition of MBCC, and provided reorganisations support to facilitate the instantaneous carve out and divestment of MBCC’s chemical admixtures business

Deloitte Legal

Demonstrating expertise in complex multi-jurisdictional reorganisations, Deloitte LLP‘s international business transformations team based in London has experience in post-merger integration and in relation to proposed IPOs and works in conjunction with its tax and accountancy specialists. Rachel Hossack leads the team and assists clients of various sectors in intra-group reorganisations and business transformations, largely with international elements. Director Nirosha Perera continues to advise on domestic and cross-border reorganisations. Associate directors Jesika Patel and Peter Grigor are key members of the team assisting with a range of corporate reorganisation projects. The team is further strengthened by the arrivals of director Eve Oppenheimer in December 2023 and of manager Amarit Dhaliwal in January 2024. Both joined the team from KPMG Law.

Responsables de la pratique:

Rachel Hossack


Autres avocats clés:

Nirosha Perera; Jesika Patel; Peter Grigor; Eve Oppenheimer


Les références

‘The Deloitte team were very helpful and effective at assisting in our legal entity rationalisation plan following multiple acquisitions and integration activities. They came up with helpful solutions to remove blockers from the process with their significant experience they brought to the project.’

‘Nirosha Patel’s very clear and pragmatic approach contributed to the clear success of the project. I have been fortunate enough to work with Nirosha on a number of occasions now and I would love to work with her again. She is thoughtful and considered, yet direct and determined. No obstacle was an issue.’

‘The key benefit of using Deloitte Legal for reorganisations is their ability to work collaboratively and efficiently with their counterparts in tax and accounting. This minimises the risks that aspects of the reorganisation are not appropriately reflected in the legal docs or in the structuring and where changes need to be made they are processed quickly.’

Principaux clients

Thermo Fisher Scientific, Inc.


API Group


Electronic Arts, Inc.


Zimmer Biomet Inc


Tripadvisor, Inc.


Connells Limited


NSK Europe Limited


Honda Motor Europe Limited


NTT Limited


Hikma Pharmaceuticals PLC


LifeCycle Oils Limited


Arrow Electronics, Inc.


Principaux dossiers


  • Assisted with a refinancing project for the API Group, involving working alongside external lawyers (which is unusual in this field) who were advising on the banking elements of the transaction. Our work involved the listing of the debts created as part of the refinancing transaction on The International Stock Exchange, where we worked alongside Walkers in the Channel Islands.

Ernst & Young LLP

Ernst & Young LLP‘s corporate structuring department has vast experience in international business reorganisations, assisting clients in core structuring, deal structuring, legal entity rationalisations such as integrating businesses or undertaking cost reduction projects, as well as in governance and transformations. Craig Stevenson heads the team and is particularly experienced in carve-out solutions for his growing client roster and has worked on significant global spin-outs in the technology sphere. Terence Devane works alongside tax and accountancy colleagues to assist various clients in business reorganisations. Other key members of the team are Aaron Allegretto, handling complex IBR and legal entity rationalisation projects; Danielle Devlin, covering legal entity rationalisation; James Hutchinson, leading the governance practice; the ‘exceptionally astuteChiara Ortolani who is adept in carve-outs and Annabelle Ruthven who specialises in corporate separations and integrations.

Responsables de la pratique:

Craig Stevenson


Autres avocats clés:

Terence Devane; Aaron Allegretto; Danielle Devlin; James Hutchinson; Chiara Ortolani; Annabelle Ruthven


Les références

‘They are experienced, properly structured to take a good approach, and very pragmatic: they know what they are doing, know how to anticipate problems, and also speak the language’ of the business (including tax/accounting teams).’

‘Chiara Ortolani is the best. She’s knowledgeable, pragmatic, responsive, and has knowledge of our industry.’

‘The UK practice is part of a large international network and able to draw on the international expertise of that network which is very helpful in global projects. Their network had greater coverage than the competitors we spoke to.

Principaux clients

Honeywell


Kodak Alaris Holdings Limited


Navan, Inc.


Nord Anglia Education Limited


Signature Aviation


The Kantar Group Limited


Thermo Fisher Scientific Inc.


Principaux dossiers


  • Advising the client on a global legal entity reorganisation project across multiple jurisdictions. This project includes working with EY’s tax and liquidations team, and coordinating our global law network, to determine the most appropriate method for implementing the reorganisation.
  • Advising Kantar on its large multi-jurisdictional legal entity rationalisation. We are working alongside our tax teams to design the steps to rationalise the group’s legal structure
  • Advising and assisting Thermo with the implementation of its multi-year global legal entity rationalisation project in order to achieve a more streamlined group structure.

KPMG Law

Engaged by a diverse roster of leading corporate clients, KPMG Law regularly handles high-profile global restructurings and reorganisations, drawing on the significant capabilities of its tax, regulatory, consulting, and accountancy teams. Practice head Laura Fisher is highly experienced in the implementation of major reorganisation projects across a number of industries. Other key figures include Manchester-based Paul Kelly , a key contact for a number of the firm’s key clients; Ben Brafman, experienced in both domestic and international group reorganisations; and David Fitzmaurice, noted for his transactional expertise. Daniel Oksuaga  is also recommended.

Responsables de la pratique:

Laura Fisher


Autres avocats clés:

Ben Brafman; David Fitzmaurice; Daniel Okusaga


Les références

‘As well as providing an exceptional services and swift responses, the individuals within the team made themselves available during out of hours working day and demonstrated exceptional skill and resilience under pressure to get the job done. The care and attention to detail under pressure by the team was exceptional. Special thanks to Laura Fisher, Daniel Okusaga, Sarah Spence and their team involved in the transaction.’

‘The KPMG legal team that I worked with have been outstanding. They are a strong cohesive team with in-depth knowledge of business reorganisations and corporate law. The team were always available and contactable. Nothing is too much trouble for them. They were very well organised in completing a complex internal restructuring for us. Everything was well planned right down to the smallest detail. I had every confidence in the team and even when we were faced with unexpected issues, they were able to proactively help us resolve them.’

‘Although the project that we worked on was challenging and protracted, working with the KPMG legal team made it (dare I say) enjoyable. It was their good humour and positive attitude as much as their legal knowledge and expertise that saw us through a successful implementation of the project.’

Principaux clients

Airswift Group


Barratt Developments


HP International


INEOS Limited


Princes Group


RGF Staffing


Robert Bosch UK Holdings


Sedex Information Exchange


Wavenet


Principaux dossiers


  • Advised INEOS on the more than $1bn reorganisation of its entire group.
  • Advising HP International on all of its international business reorganisation matters, including the ongoing post-acquisition global reorganisation of the group following HP’s $3bn acquisition of Polycom.
  • Advised Sedex Information Exchange Limited on the design and implementation of a reorganisation project to prepare it for a minority investment.

PwC LLP

PwC LLP offers 'a fantastic level of detailed knowledge' to clients on their international business reorganisations which are often high-profile multi-jurisdictional projects. The corporate and commercial, international business reorganisations team is jointly headed by Georgie Blyth and Cynthia Chan. Kevin King handles restructuring and transactional engagements for financial services clients, in particular in the banking and investment management sectors. Latika Sharma 's work includes handling the restructuring of international IP portfolios while Laura Freestone advises on global corporate reorganisation projects for international groups. Harry Wilkins specialises in deal-related structuring projects, in particular pre-deal carve-outs and post-deal integrations. Rebecca Boyers is frequently instructed by US and Asian clients, such as Japanese multinational corporates while Stephanie Xintara supports the team in these matters.

Responsables de la pratique:

Georgie Blyth; Cynthia Chan


Autres avocats clés:

Kevin King; Latika Sharma; Laura Freestone; Harry Wilkins; Rebecca Boyers; Stephanie Xintara


Les références

‘Properly understand the complexities of dealing with re-organisations, contracting within MNE groups and alignment with other specialist teams such as tax, where traditional laws firms can struggle.’

‘Special call out for Latika Sharma who has been my go to person for many years when dealing with inter-company contracting. She has deep experience in this area including common business models, which means that I don’t need to invest significantly explaining the objectives and what I am trying to achieve. She just gets it.’

‘Laura Freestone, Monika Gorska and Cynthia Chan are extremely knowledgeable and thorough lawyers, helping to highlight any potential issues that are not necessarily part of their original scope of advice. Able to deliver business-friendly advice on complex matters. Very capable and reliable in any project in which they are involved.’

Principaux clients

Amazon UK Services Limited


Aptiv Plc


Chart Industries Inc.


ESAB Corporation


Honeywell International Inc.


Jacobs Solutions Inc.


Light & Wonder, Inc.


Livent Corporation


Mott MacDonald Group Limited


Resideo Technologies, Inc.


Santori


Sensata Technologies Plc


TD SYNNEX Corporation


The Blackstone Group


Tropicana Products UK Ltd


Principaux dossiers


  • Appointed as lead global corporate restructuring legal advisers for Honeywell International Inc., advising on numerous international business reorganisation projects and related matters over the past 12 months.
  • Acting for Aptiv plc as the lead legal counsel to support a range of significant multi-territory intra-group corporate transactions and reorganisations.
  • Advising Jacobs Solutions, Inc as their primary legal corporate advisers, supporting on a range of multi-jurisdictional corporate transactions and reorganisations, both which have completed in the past year and which shall take place over the forthcoming 12 months.

DLA Piper

DLA Piper‘s international corporate reorganisations group advises a range of multinational clients on large reorganisations and restructurings, including pre-merger structuring, significant carve-outs, spin-offs, and internal corporate reorganisations/rationalisations. The team is headed by Ben Forgiel-Jenkins whose practice covers a range of international transactions, including M&A, joint ventures, equity issuances in addition to international reorganisations. Promoted to the partnership in May 2024, Anna Lewis frequently advises on reorganization planning and implementation projects. With experience in corporate, commercial and tax, Clare McLaren is well-versed in business transfers, mergers, distributions, and capital reductions.

Responsables de la pratique:

Ben Forgiel-Jenkins


Autres avocats clés:

Anna Lewis; Clare McClaren; Paul Routledge


Les références

‘Strong subject matter expertise with global presence for cross-border transactions. Strong project management capability.’

‘Quiet professionalism, attention to detail, fore-thought, organization, patience, clarity of explanation and incredibly calm (and calming!) demeanor has been second to none.’

‘Excellent team with very good associates.’

Principaux clients

BASF


The General Electric Company (GE)


Klockner Penterplast


Medtronic


Warner Bro’s Discovery


Pfizer


London Stock Exchange


NTT Data Inc.


Experian


Dentsu Inc.


Coverys


Principaux dossiers


  • Acted as Global Coordinating Counsel for General Electric Company in the historic separation of its health care business and subsequent launch of GE HealthCare Technologies Inc.
  • Acting as Global Coordinating counsel for the General Electric Company in the separation of is portfolio of Energy businesses and the subsequent spin-off of the portfolio as an independently listed company (trading under the GE Vernova brand).

Eversheds Sutherland (International) LLP

Eversheds Sutherland (International) LLP‘s international corporate reorganisations offering is noted for its global and multi-practice capabilities. The London-based team is headed by Nicola Evans, who is skilled at handling various corporate transactions, such as M&A, equity capital markets, joint ventures and private equity. Tax expert Ben Jones assists clients with taxation issues relevant to international and domestic corporate transactions while Kyle Hunter‘s experience includes domestic and cross-border M&A, divestments and corporate reorganisations. Eda Demirel left the team in January 2023.

Responsables de la pratique:

Nicola Evans


Autres avocats clés:

Ben Jones; Kyle Hunter


Les références

‘Eversheds Sutherland have large teams covering a wide variety of legal matters with office locations across the globe providing great international reach. As a global business we have operations in many different countries and Eversheds Sutherland’s breadth and depth of expertise means they are able to support us on a range of issues and cover all of our requirements for external legal support.’

‘Eversheds Sutherland have a really good knowledge and understanding of many different industries and sectors, which is invaluable when it comes to navigating industry wide issues.’

‘Evershed’s lawyers are technically first class and their advice and guidance is always on point, they really stand out as leaders in their field. They provide great support on smaller local issues and can also quickly assemble large teams with full project management support, which really helps to coordinate larger / cross-border projects.’

Principaux clients

Platinum Equity


Newell Brands Inc


Genesee & Wyoming, Inc.


DuPont


Experian


CyrusOne


Principaux dossiers


  • Assisted DuPont with the legal entity realignment (carve out of) of the Delrin® acetal homopolymer (H-POM) business including cash repatriation, distributions and loans clean-up. Following such reorganisation, we assisted with the sale of 80.1% ownership interest in the Delrin® acetal homopolymer (H-POM) business to TJC LP (TJC) in a transaction valuing the business at $1.8 billion.
  • Assisted Superior Energy with the reorganisation with (a) (de)merger(s), recapitalisation and share increases/decreases, settlements of intercompany balances, share contributions and distributions in order to eliminate/restructure certain legal entities/affiliates within the Superior Energy Group.
  • Advise Genesee & Wyoming, Inc. on a Legal entity rationalisation project, including legal advisory and implementation of multiple incorporation of newcos, share contributions, equity raises, distributions, settlement/set-off of intragroup claims, liquidations.

Osborne Clarke LLP

Osborne Clarke LLP‘s new offering is headed by the highly regarded Tom Lewis who is considered ‘a great hire‘ for the firm. The team offers a blend of corporate, finance and tax expertise to clients who are undergoing international reorganisations. Sara Valentine is a core team member who is lauded as ‘one of the best out there‘ for her corporate work and Akshay Agrawal is also a noted practitioner. The practice counts major UK and international corporates in its client roster – ranging from retail and   communications sectors to industrial and automotive.

Responsables de la pratique:

Tom Lewis


Autres avocats clés:

Sara Valentine; Akshay Agrawal


Les références

‘An excellent team of high quality lawyers who work collaboratively to get the best result for their clients. Where they link in specialist teams, the specialist is well briefed and thus able to advise quickly and with immediate relevance. Their processes for dealing with multiphase group reorganisations with lots of documents is easy to follow and efficient.’

‘Sara Valentine is an excellent lawyer – one of the best out there. On complex and fast moving transactions, she is responsive, pragmatic and firm. She is able to hold her own with top international lawyers from around Europe being extremely bright; she gets the point and can get to the point quickly. She balances this with an approachable “plain English” style that helps clients (and other professionals) understand the issues she’s raising. One mutual client described her as the A team and you certainly feel you are in the A team with her on your side. She is works collaboratively with other professionals to get the best outcome for her clients and gives clear advice when it’s needed to help them make decisions.’

‘Osborne Clarke have recently decided to have a specific focus on international business transformations in the last 18 months so I think they are fairly new entrant in this area but with a great opportunity to develop this practice in the coming years. Osborne Clarke are better known for their national client reach so it will be interesting to see how they develop an international reorganisations practice from their existing client base. I understand this is a new offering for them and given the high quality people and work of the firm in other areas, I am confident they will do well.’

‘I have worked with Thomas Lewis in previous firms and I think he was a great hire by Osborne Clarke to build out this team and practice as he has a Big 4 background and a good understanding of the technical, commercial, tax and other nuances of corporate reorganisations legal work and can leverage his experience.’

‘Expert guidance from senior lawyers; proactive approach to solving issues.’

‘Tom Lewis – highly responsive and provides an excellent balance between legal and commercial advice.’

‘Very open and transparent. Comms were always professional and detailed.’

‘Crucially Akshay’s knowledge was always clearly encyclopaedic, which meant that there was never a time we didn’t feel that we were in safe hands. That really matters when it comes to the aspects that we were dealing with.’

Principaux clients

Starbucks


Dstny


Mü|ller


Cornerstone OnDemand


Clarivate


Quick Think


SEC Newgate


Etex


Xmos Limited


Principaux dossiers


  • Advising various Starbucks EMEA subsidiaries in connection with corporate reorganisation and company law tasks.
  • Advising business communications platform provider Dstny on UK elements of a reorganisation of its European business.
  • Advising Müller, one of the largest dairy groups in the world, on a pre-sale reorganisation in advance of the sale of its Milk & More business to Freshways.

RSM UK Legal LLP

Well-integrated into the firm’s nationwide offering in corporate tax, transactions and business restructurings, RSM UK Legal LLP‘s multi-disciplinary business reorganisations team in London advises clients on complex and strategic cross-border reorganisations. The firm is frequently instructed by large corporate groups, such as KLM Royal Dutch Airlines, Vox Media and Claranet. Tristan Mutimer leads the department and is adept in the full range of international business reorganisations and well-versed in large-scale group and corporate reorganisations. Natasha Ganeriwala is a valuable member of the team, covering the planning, design and implementation of corporate reorganisation projects.

Responsables de la pratique:

Tristan Mutimer


Autres avocats clés:

Natasha Ganeriwala


Les références

‘RSK UK Legal’s team were aware of deadlines and worked quickly yet thoroughly within these timeframes. The team communicated well with the wider RSM firm to gain an in-depth knowledge of our matter and awareness of key issues.’

‘It was clear that Tristan Mutimer and his team had a great deal of experience of corporate reorganisation work and handled our restructure with efficiency and great attention to detail. The team had great knowledge and understanding of our matter and were able to navigate through any complexities quickly.

‘The team were approachable and understanding of our business needs, they were able to adapt their approach to react to changing circumstances and tight deadlines in our company whilst maintaining their own professional standards.’

Principaux clients

Blackfinch Investments Limited


Claranet Group Limited


Caisse de Dépôts et Consignations


KLM Royal Dutch Airline


Waterlogic Group Holdings Limited


Vox Media Limited


I.M. Group


CRA International


IBA Group


Language Line Solutions


Principaux dossiers


  • Advised Caisse de Dépôts et Consignations, the investment arm of the French State, on its £60,000,000 share capital restructuring.
  • Advised Vox Media, an international mass media company based in the USA on the complete restructuring of its UK operations.
  • Advised Blackfinch Investments on the restructuring of its investment structure.