A&O Shearman UK

Our ReStart programme has been highlighted in The Jobs Foundation recent Ladders of Opportunity report, led by Lord Matthew Elliott, as an example of best practice in inclusive employment. Created to support professionals aged over 50 who are ready to re-enter the workforce, ReStart is committed to providing participants with knowledge, practical tools and renewed confidence to secure meaningful employment. With 40–50% of participants securing employment within three months of finishing the programme, ReStart proves the power of experience and the effectiveness of targeted career support. This recognition underscores our commitment to empowering experienced talent and building a more inclusive future for all. Read the full report here: https://ow.ly/rSBz50WVJVP #AOShearman

The perfect blend of flavours. Exponent, together with its portfolio company Natara, is to acquire Treatt plc, a leading UK supplier of natural extracts and ingredients. This will create a global platform in the food and flavouring sector, unlocking new growth opportunities for both businesses and their employees. The offer values Treatt plc at GBP156.6 million and represents an exciting step toward building a leading global ingredients platform in the food and flavouring sector. Commenting on the transaction, European co-head of private equity and partner, Peter Banks, said: ‘We are delighted to be supporting Exponent and Natara on this transformative acquisition. Advising on these public takeovers and their related financing arrangements is a particular area of expertise for the firm, and we’re delighted to be supporting another client on a pivotal transaction." The multi-practice team was led by partners and European co-heads of private equity, Peter Banks and Neil Sinha, and partners Matt Hamilton-Foyn, Chris Sabine, and James Green. Antitrust advice was provided by partner David Weaver. Read more about this transaction here: https://ow.ly/Shkr50WT7s8 #AOShearman

The Frankfurt court has recently declined to recognise the effects of the Aggregate group’s 2024 English restructuring plan in respect of certain of its German law-governed debts. In this alert, we discuss this judgement and what this might mean for English restructuring plans in Germany. The key takeaways include: • The judgment of the Frankfurt court has created additional uncertainty as to whether English restructuring plans can be recognised in Germany, particularly where seeking to amend German law debt. • However, there remain a number of potential arguments and routes that a company could use to show an English court that a restructuring plan has a reasonable prospect of recognition in Germany. • The Frankfurt judgment was delivered on an interim basis with offered expert evidence on the question of mutual recognition being denied, and so could be overturned on later appeals. Until then the viability of any restructuring plan that proposed to amends German law debt is uncertain. Read our full analysis to explore the legal reasoning, implications for future cases, and what this means for cross-border restructuring strategy: https://ow.ly/HbQP50WSWgy A&O Shearman Deutschland #AOShearman

In light of the Court of Appeal’s reversal of the Petrofac restructuring plan and the High Court’s refusal to sanction the Waldorf plan, London restructuring partners Katrina Buckley, Karen McMaster, Tim Watson, and senior knowledge lawyer Christopher Poel are joined by Lisa Rickelton from FTI Consulting to unpack the implications for future restructuring strategies. Our podcast contributors discuss: • The specific commercial matters at play in the Petrofac case and why the Court of Appeal came to its decision. • The impact of Petrofac on the Waldorf case. • What amounts to a “fair” allocation of the benefits generated by a restructuring. • How companies can strengthen their evidence to justify such allocations. • The merits—or otherwise—of possible alternatives to a restructuring plan. Click here to listen: https://lnkd.in/enJDy5nm #AOShearman

Universities Superannuation Scheme Limited (USS), the trustee of Universities Superannuation Scheme—the UK’s largest private pension scheme by assets under management—has successfully closed its inaugural sponsored securitisation, "Summerhouse 1 PLC", a GBP411.6 million equity release mortgage-backed securities (RMBS) transaction. The transaction represents a significant milestone both for USS and for the wider UK asset-backed securities market. “Summerhouse 1 PLC” introduces several first-of-their-kind structural features designed to optimise funding efficiency in the equity release mortgage sector. Commenting on the transaction, partner and UK co-head of global financial markets Sally Onions said: “We are delighted to have advised USS on this groundbreaking securitisation. ‘Summerhouse 1 PLC’ sets a new benchmark for equity release funding in the UK and illustrates the increasingly dynamic role that pension schemes can play in the capital markets. The transaction’s innovative features are a testament to USS’s vision and to the collaborative spirit of all parties involved.” The cross-disciplinary team was led by partner Sally Onions, with tax advice provided by partner Chris Harrison. Partner Neil Bowden advised on pensions aspects of the transaction. Read more about the team and transaction here: https://ow.ly/OhHt50WQ7q6 #AOShearman #GlobalFinancialMarkets

The new failure to prevent fraud offence is now in force. Large organisations may be held criminally liable if an associated person commits fraud intended to benefit the business or its clients, unless the organisation can demonstrate it had reasonable procedures in place to prevent such conduct. Anti-fraud measures are assuming a new level of significance for many large businesses with a UK nexus, underscoring the importance of proactive fraud prevention strategies. In this article, partner Eve Giles, associate Adam Y. and senior knowledge lawyer Amy Edwards explore the legal test for dishonesty—an important concept that underpins nearly all the fraud offences covered by the new offence. Understanding the test is crucial to assessing corporate exposure to the new offence. Read more here: https://ow.ly/gALq50WPuuL #AOShearman

We are supporting Associated British Foods (ABF) on its acquisition of Hovis Group. The acquisition will combine the production and distribution activities of the two businesses, driving significant costs synergies and efficiencies, to create a profitable UK bread business that is sustainable over the long term. Annabelle Croker, lead partner and Global Head of Consumer and Retail, commented: “We are delighted to be supporting ABF on this strategic acquisition which will position the combined business to compete effectively and establish a platform for product innovation to meet evolving consumer tastes”. The advising team is led by partner Annabelle Croker, with senior associates Anthony B. and Laura Milward-Lynch. Read more here: https://ow.ly/67G150WHE8Q #AOShearman

HM Treasury (HMT) has published its latest policy statement on the Appointed Representatives Regime. In this article, Jean Price, financial services regulatory counsel, discusses the policy statement’s key proposals­­—a principal permission gateway and the extension of the Financial Ombudsman Service’s jurisdiction—and the broader context of potential changes. Read the full article here: https://ow.ly/BRPp50WHnLj #AOShearman #FinancialRegulatory #FCA

Colleagues in our Belfast office recently had the opportunity to volunteer with Fighting Words Northern Ireland, an education charity that we support through our Belfast Grants program. Learn about the importance of intentionally “stepping away” through the first-hand experience of communications manager, Pauline Wylie. #AOShearman #SocialImpact #Volunteering

EG Group agrees sale of its Italian business for EUR425 million to a consortium of leading Italian operators. EG Group is a leading independent operator of convenience retail, food service and fuel stations. Our team is being led by M&A partners George Knighton and Paolo Nastasi, supported by Chloe Bowskill and Eliana Cioffi. Discover more about this transaction and our expert M&A team here: https://ow.ly/c4AL50WFc1o #AOShearman #MergersAndAcquisitions