Legal brains

30 INFLUENTIAL LAWYERSOur choice, ordered alphabetically, of 30 legal specialists with sway in global private equity.

Jonathan Axelrad, WILSON SONSINI GOODRICH & ROSATI, PALO ALTO
Friend of veNTURE CAPITALISTS
Silicon Valley venture capitalists must be the greatest proliferators of business vehicles in the world, and Axelrad is there to help them on the production line. As a partner in the Palo Alto office of arguably the most notable venture capital- and technology-focused law firm, Axelrad is an expert on the various ways partnerships and businesses can structure themselves for maximum efficiency. In 1994 he edited a book heralding the arrival of the limited liability company as a tool for business builders. He is also an expert on the many risks that come with running a venture capital firm, including ERISA regulatory risk and public-disclosure risk. With clients like Sequoia Capital and Mayfield, Axelrad is busy throughout all economic cycles.

JONATHAN BISGAIER, SKADDEN ARPS SLATE MEAGHER & FLOM, NEW YORK
Latin America expert
Jonathan Bisgaier’s expertise on Latin America M&A comes from six years as a general counsel with a Latin America-focused investment bank and the three years since he rejoined Skadden in 2003. As the region regains investors’ confidence, Bisgaier is now in the thick of advising private equity clients on moving in and out of the markets through new deals and exits. For instance, he has been helping private equity-backed companies in Brazil unleash their IPO potential in deals including the $210 million offering of rail logistics operator ALLAmérica Latina Logística in June 2004, and the $200 million listing of industrial valve producer Lupatech in May 2006. Both businesses were backed by Brazilian private equity firm GP Investimentos.

Jonathan Blake, SJ BERWIN, LONDON
Visionary
In 1987, Jonathan Blake negotiated on behalf of the British Venture Capital Association to determine the future use of limited partnerships for private equity funds in the UK. At stake was the fiscal status of these entities, which at the time were mostly based offshore. The government was keen to bring them back onshore, but Blake insisted in meetings with government officials that this wouldn’t happen without a favourable tax regime in place. Blake managed to broker a deal, UK-based limited partnership structures became the vehicle of choice for many private equity groups hence, and Blake’s reputation as a prime mover in European private equity was sealed.

Many industry veterans say it was the achievement he will be remembered for, though arguably even more influential was his decision, also dating back to the mid-1980s, to build a team of dedicated fund formation specialists at a time when no one else had done it. Says an admirer: “It changed the way you could buy fund formation expertise in Europe. It put SJ Berwin in a unique position, its people had cutting edge knowledge, and for a while, if you wanted to set up a private equity fund, there was only one person to talk to, and that was Jonathan with his team.”

FRANCI BLASSBERG, DEBEVOISE & PLIMPTON, NEW YORK
Dealmaker I
A self-described “deal junkie”, Franci Blassberg has plenty to feed her addiction. For 25 years, she advised some of the largest buyout dealmakers on some of the most complicated transactions. Last year, Blassberg and team drew kudos for their innovative work on the $15 billion acquisition of Hertz from Ford Motor Company by a private equity group including Clayton, Dubilier & Rice, The Carlyle Group and Merrill Lynch. Part of the deal included a securitisation backed by the Hertz automobile fleet. Blassberg is also editor in chief of the Debevoise & Plimpton Private Equity Report, a well regarded, regular update on legal issues in private equity.

CHRISTOPHER BOWN, FRESHFIELDS BRUCKHAUS DERINGER, LONDON
Dealmaker II
Christopher Bown is co-head of Freshfields’ international private equity group, which has a big footprint, especially across Europe. Bown has over 20 years of industry experience and, in addition to doing corporate work, has forged a reputation among big-ticket LBO sponsors as a man to bring in when it’s time to close deals. Bown recently worked with CVC Capital Partners on the successful purchase of Bernie Ecclestone’s Formula One empire, advised Dubai International Capital on the £675 million acquisition of Travelodge from Permira and helped Apax Partners complete the £1 billion purchase of Travelex. Other clients include Advent International, Clayton Dubilier & Rice, Terra Firma Capital Partners and Warburg Pincus.

RONALD CAMI, CRAVATH SWAINE & MOORE, NEW YORK
Listed fund supremo
Given its reputation as a corporate law firm, Cravath has not been overly active in private equity. That may change if Ronald Cami has his way. As a partner in the New York firm’s corporate department, Cami has worked on cutting edge deals such as the 2005 reorganisation of Ripplewood Japan into a Euronextlisted entity, and the recent Apollo Management listing also on Euronext in Amsterdam. Cami, who joined the firm in 1994 and became a partner in 2001, wrote in a recent LegalWeek article that “the trend towards public buyout funds will continue”. If it does, Cami’s role in private equity will continue to grow.

WOODROW CAMPBELL, DEBEVOISE & PLIMPTON, NEW YORK
Statesman
Running one of the largest private equity fund practices in the world is challenging, but “Woody” Campbell has never shied from challenges. Prior to entering the legal profession, Campbell was a platoon leader in the US Marine Corps in Vietnam from 1967 to 1970. As the leader of the Debevoise fund team, Campbell has, since 1995, overseen the creation of roughly 675 private equity funds with committed capital of more than $454 billion. Having joined Debevoise in 1974, Campbell has worked with private equity funds as the industry went from a curious collection of boutiques to a major force in the world economy.

A conversation with Campbell is less like an encounter with a soldier and more like being schooled by a statesman. In fact Campbell’s most recent work has required an intense interaction with government leaders and regulators, and here Campbell’s knowledge of private partnerships, not to mention his diplomatic skills, have been especially valuable. As the SEC and other government entities seek to create new regulations for alternative investment managers, Campbell and team have broadcast their expertise in new money laundering rules, hedge fund registration requirements, and the SEC’s fact-finding activities with regard to private equity. If regulators get more aggressive with private equity, GPs will most certainly want Campbell in their platoon.

JEANETTE CHAN, PAUL WEISS RIFKIND WHARTON & GARRISON, HONG KONG
Hong Kong sage
Paul Weiss has been at the forefront of Asian private equity for years, and the firm’s China practise has been particularly active. Heading it is Jeannette Chan, a veteran deal lawyer with particular experience in the tricky area of foreign direct investment into the People’s Republic. Along with fellow partner Jack Lange, Chan has been involved in some of the firm’s most high profile mandates in China to date. Splitting her time between offices in Hong Kong and Beijing, she was part of the team advising General Atlantic on its co-investment in Lenovo’s IBM acquisition in 2005. More recently, she worked with The Carlyle Group on its acquisition of Eastern Multimedia Co in Taiwan.

DOUGLAS CIFU, PAUL WEISS RIFKIND WHARTON & GARRISON, NEW YORK
Technologist
Douglas Cifu, co-head of the private equity group at Paul Weiss, has a global vantage point on the private equity industry, as well as an understanding of technology-driven sectors that until recently were only the province of venture capital. Now that online business has gone big-time, Cifu’s New York-based practice is thriving. For example, he represented General Atlantic in its $250 million acquisition of Webloyalty.com, an online marketing business. His work for that global private equity firm has also taken him to China, where he oversaw the Lenovo/IBM deal in conjunction with partner Jeanette Chan.

CHARLES COGUT, SIMPSON THACHER & BARTLETT, NEW YORK
KKR man
Charles Cogut presides over the private equity practice of a law firm that all but presides over big private equity. Cogut joined the New York-based firm in 1973 and became a partner in 1980. As global head of mergers and acquisitions and leader of the firm’s private equity practice, “Casey” Cogut and his team have advised on the largest, most complex private equity deals in history, including the recent $8.3 billion acquisition of ARAMARK. His representation of Ripplewood and JC Flowers led to his involvement in the landmark Shinsei Bank deal in Japan.

But it is Cogut’s close relationship with Kohlberg Kravis Roberts that has paid the most dividends. He famously advised KKR on its 1989 buyout of RJR Nabisco. The size of that deal was recently eclipsed by the announced $33 billion buyout of hospital group HCA. In a recent interview with the Financial Times, Cogut said of his largest client: KKR “is in as good a shape today as it has ever been”. The same might be said of Simpson Thacher, which hitched its wagon to big private equity and has been moving full speed ever since.

MARCO COMPAGNONI, WEIL, GOTSHAL & MANGES, LONDON
Talent transfer
One of the most notable trends in the European private equity legal arena in recent years has been the willingness of US-based firms to write big cheques to lure the best home-grown talent. When Marco Compagnoni moved over from Lovells to Mike Francies’ team at Weil Gotshal in May this year, it was one of the most talked-about moves of its kind. Compagnoni, who advised the Barclay brothers on their £665 million acquisition of Telegraph newspapers in June 2004, has set about bolstering his new firm’s efforts to deepen relationships with European GPs. In August, he and fellow private equity partner Mark Soundy advised Bridgepoint on its £320 million sale of production company All3Media to Permira.

ALASTAIR DICKSON, DICKSON MINTO, EDINBURGH
Scottish success story
Alongside fellow co-founder Bruce Minto, Alastair Dickson has made Scotland’s Dickson Minto a force in European private equity. Last year, the firm reportedly racked up a record £29 million in turnover, 16 percent up on the previous year. In a recent survey, The Lawyer magazine said Dickson Minto has “carved out a niche as the only Scottish outfit to appear regularly across the table from the magic circle of London heavyweights in corporate deals”. Dickson has advised both BC Partners and Cinven on major deals, and the firm also has advisory relationships with Charterhouse Capital Partners and Paris-based PAI Partners.

CHARLIE GEFFEN, ASHURST, LONDON
Buyout catalyst
As head of Ashurst’s private equity and buyouts practice, Geffen is widely acknowledged to be one of the City of London’s best and brightest deal lawyers. Not only has he become a trusted resource for many of Britain’s leading buyout houses, he has also won business from US LBO giants looking to make hay in Europe: witness, for example, his team’s advisory role in the £205 million take-private of Center Parcs (UK) by The Blackstone Group. Geffen was also lead adviser to Cinven on its recent €2.6 billion purchase of Dutch cable operator Essent Kabelcom alongside Warburg Pincus. “He knows the inside and the outside of a deal,” commented one professional who has worked with him.

Jason Glover, CLIFFORD CHANCE, LONDON
Operator
Jason Glover knows about private equity, and not just because he’s in charge of one of Europe’s most formidable fund formation advisory outfits. Prior to joining Clifford Chance as a partner in 1998, Glover actually worked for a couple of private equity firms. From 1996 to 1997, he served as operations director for Hambro European Ventures, which later became Duke Street Capital in London. The following year he spent in a similar role at the Asian Infrastructure Fund, a $780 million partnership. Then he swapped sides.

Since joining Clifford Chance, Glover has been instrumental in building out the firm’s fund advisory capabilities. If SJ Berwin is the European leader in this area, Glover and his team are not far behind with a roster of clients including EQT, Charterhouse, Star Capital, Barclays Private Equity, Capital Dynamics, Carlyle, Oaktree Capital as well as several leading funds of funds. Glover also led the group of lawyers that helped emerging markets specialist Actis complete its spinout from CDC in 2004.

People who have worked with him confirm that he brings to the job a sharp intellect and fully charged batteries. Says a client: “He’s a very reassuring presence on your side of the table and worth every penny of his fee.”

MAURICE HOO, PAUL, HASTINGS, JANOFSKY & WALKER, HONG KONG
China voice
A partner in Paul Hastings’ China and Asia Private Equity Group, Maurice Hoo has become a leading commentator on regulatory changes that are likely to impact the Chinese private equity market. Typical was his swift and widely reported diagnosis recently that the supposed clarity provided by recent new rules on foreign takeovers of Chinese companies could in effect make the waters murkier still for would-be acquirers. His powers of analysis no doubt make him a highly valued legal counsel to the China Venture Capital Association. In his ‘day job’ at Paul Hastings, Hoo is a leading adviser on M&A, public offerings and international joint ventures as well as buyout and venture capital deals.

CARLTON EVANS, LINKLATERS, LONDON
M&A insider
Linklaters is another large London-based corporate law firm with big aspirations in private equity. Closely involved in its push for excellence in the field are people like Carlton Evans, who earlier this year advised EQT on the £1.8 billion purchase of SSP from Compass. Evans spent two years as a senior executive at the UK Takeover Panel and knows a thing or two about public-market M&A. Among his many private equity-minded colleagues at the firm – the Linklaters website lists 49 private equity partners in 13 European offices – is Jonathan de Lance-Holmes, who is best known for the firm’s work in fund formation.

JOHN LEOPOLD, STIKEMAN ELLIOTT, MONTREAL
Border patrolman
Heavy-hitting private equity firms who regularly cross the border between Canada and the US know John Leopold for his expertise in structuring such cross-border deals. Based in Montreal, Leopold is co-chair of the firm’s mergers and acquisitions group. He advised Silver Lake Partners on the Canadian aspects of the $11.3 billion acquisition of SunGard, and his firm has advised on many other major private equity deals in and involving Canada. Having received his law degree from the University of Montreal, Leopold is poised to guide clients through the complex Canadian/US legal landscape as North American borders are increasingly surmounted by ambitious investors.

JACK LEVIN, KIRKLAND & ELLIS, CHICAGO
Writer
If you think you know private equity, but you haven’t heard of Levin, then you don’t know Jack. A senior partner in the Chicago office of Kirkland, Levin has literally written the books on private equity – his Structuring Venture Capital, Private Equity, and Entrepreneurial Transactions and Mergers, Acquisitions, and Buyouts (co-authored with Prof. Martin D. Ginsburg) are classics in the industry. He has been working with venture capital and private equity firms since the mid-1970s, having started his career with a tax emphasis. The prolific author has represented most of the large private equity firms in the Chicago area and beyond.

ZUBAIR MIR, NORTON ROSE, DUBAI
Middle East pioneer
Norton Rose is by no means the only international law firm to have built a presence in Dubai in recent years, nor does it have the largest line-up of private equity lawyers in the Middle East. But in doing large amounts of work for Abraaj Capital, Norton Rose has a very close relationship with the most influential private equity firm in the region. Zubair Mir, who trained as an M&A specialist in Australia, leads the charge on the ground. Tim Marsden, who serves as the firm’s global head of corporate finance in London, also spends a significant portion of his time in and around Dubai. Together, the pair make sure Norton Rose keeps its fingers on the pulse of one of the world’s most dynamic emerging private equity markets.

ANDREW OSTROGNAI, DEBEVOISE & PLIMPTON, HONG KONG
Asia veteran
Only during the last few years has Asian private equity really garnered global attention, as the number and size of deals and funds has skyrocketed. In this context, Andrew Ostrognai is something of a veteran, having lived and worked in the region for a full 10 years. During that time, say observers, he has guided clients through many of Asia Pacific’s most demanding fund formation challenges in his role as head of the Hong Kong-based Asian Private Equity Group of Debevoise & Plimpton.

Ostrognai is described as a dab hand at mastering the legislative and regulatory vagaries that characterise this part of the world. As a result, his team has won the confidence of a range of country-specific, panregional and international GPs seeking to raise new funds: the likes of CDH China, Baring Private Equity Asia and Morgan Stanley among them. Under Ostrognai’s guidance, Debevoise has developed one of the leading fund formation practices in Asia. And there’s no sign of the momentum slowing. According to the firm’s own estimations, at the time of going to press Ostrognai and his team were working on funds with combined target capital commitments of over $8.5 billion.

ROBIN PAINTER, PROSKAUER ROSE, BOSTON
Fundraiser
Painter was part of the team of lawyers to come over to Proskauer following the 2005 dissolution of Testa, Hurwitz & Thibeault, a premier Boston firm serving the venture capital and private equity community. At Testa, Painter and team grew a major fund formation practice. Painter is now a partner in Proskauer’s corporate department and co-chair of the private equity group. With a long and global list of top-shelf clients, including Adams Street Partners, California State Teachers’ Retirement, Commonfund Capital, LGT Capital and the Wellcome Trust, Painter is among the highest-profile lawyers in the industry, let alone a high-profile female lawyer.

NORBERT RIEGER, MILBANK TWEED HADLER & MCCLOY, MUNICH
German deal authority
According to practitioners, Millbank is in a strong position in German private equity. One of several high-profile lawyers on the Milbank team sheet is Norbert Rieger, who along with Peter Nussbaum and Rolf Gerald Füger joined in 2004 from Freshfields to set up the Munich office. Among Rieger’s claims to fame is his work on Carlyle’s PTP of Honsel, Germany’s first-ever take-private in 1999. In addition to the Munich crowd, Milbank also has a highly regarded debt team in Frankfurt, where Christina Ungeheuer and Rainer Magold are often cited as savvy deal lawyers. Says a user of Milbank services in Germany: “They’re more expensive than anyone else in the country – but they’re also smarter.”

ANDREAS RODIN, P+P PÖLLATH + PARTNERS, BERLIN
German fund authority
One of the best known fund formation lawyers in Germany, Rodin has become an expert on German fund structures in the years since he began practising tax and corporate law back in 1986. And this represents no mean achievement: the speed with which Germany announces changes to its capital gains tax regime, corporate taxation rules and takeover codes constitutes a permanent challenge to legal practitioners. He is described as “very well connected” by one leading German private equity professional, who adds: “In negotiations, he really weighs arguments and understands both positions. As he is not as aggressive as some smart lawyers try to be, the outcome is invariably better”.

LOUIS SINGER, MORGAN, LEWIS & BOCKIUS, NEW YORK
Co-invest counsellor
Many fund formation lawyers that represent GPs have sat across the negotiating table from Louis Singer, who recently left Orrick to become head of the private investment funds practice of Morgan Lewis. Keeping up with the demands of his LP clients, Singer is also an expert on LP coinvestments as well as co-investment funds. Based in New York, Lewis has carefully built a client base that includes public and private pension funds, life insurance companies, private investment funds, endowments and family offices. As these LPs increase their allocations to alternative investments, Singer’s practice looks set for robust growth.

BEAU STARK, GIBSON, DUNN & CRUTCHER, DENVER
First in energy
Investing in the energy industry has sometimes been referred to as a “dark art”. That would make Beau Stark wizard of the legal intricacies involved in this field. Stark also has an expertise in transactions in the construction and telecommunications industries. A private equity client says of Stark: “He’s a bit of a hidden gem being in Denver, but he is awesome.” Gibson Dunn has a strong presence in the western states, but also has an international presence with offices in London, Brussels and Munich. Outperformance is a habit for Stark – in 1995 he graduated first in his class from the University of Colorado School of Law.

JEFFREY TABAK, WEIL, GOTSHAL & MANGES, NEW YORK
Tax champion
Jeffrey Tabak, as the co-head of the large fund formation practice at Weil Gotshal, represents both GP and LP clients, giving him a keen understanding of what each side wants, and as a result making him a canny negotiator. The work with institutional investors also allows Weil Gotshal access to many of the funds that are being raised globally. Tabak’s team spends much time on tax issues, which grow in complexity as private equity goes global. For example, he recently represented WL Ross in its deal to invest $100 million in Bermuda reinsurer Montpelier Re Holdings. His firm maintains offices where others fear to tread, including Budapest, Prague, Warsaw and Wilmington (the latter being a sure sign of fund-formation seriousness).

NEIL TOMLIN, GILBERT + TOBIN, SYDNEY
Campaigner
A consultant to Sydney law firm Gilbert + Tobin, Tomlin has made his name as a lobbyist on behalf of the Australian private equity industry. An adviser to the Australian Venture Capital Association, he has pressed for regulatory reform, notably making submissions relating to capital gains tax exemptions for offshore investors in VCLP structures and seeking amendment of Australian Stock Exchange rules relating to escrow restrictions on venture capital investors. A fund formation specialist, Tomlin is described by one GP who has worked with him as “technically very sound, pragmatic without compromising on key issues”.

DUNCAN WESTON, CMS CAMERON MCKENNA
Eastern Europe expert
Central and Eastern European private equity is on a roll, and Cameron McKenna is the law firm first in line to benefit. Under the leadership of Duncan Weston, Cameron has assembled a core team of lawyers who can be dispatched into any of the region’s countries. Local offices exist in Bucharest, Budapest, Bratislava, Moscow, Prague and Warsaw. “The word ‘advisor’ is much overused in finance, but these guys really do advise,” says a local GP, who uses Weston’s team “a lot. They become part of the deal team and always try to think of ways to help us make more money.” There isn’t much more you can ask of your attorney, especially in a region where quality legal advice can make all the difference.

Simon Witney, SJ BERWIN, LONDON
Columnist
His first column appeared on 26 May 2000; entitled “A missed opportunity”, it took issue with some private equity-related items in the latest budget of Gordon Brown. Since then, Simon Witney has penned some 300 opinion pieces dissecting regulatory developments and their impact on private equity in Europe. In addition to doing client work and producing his sharp, widely read weekly columns, Witney is deeply involved in lobbying national governments and the European Commission on issues that matter to the industry. If he wasn’t committed to his current role as professional service partner at SJ Berwin, we’d try to get him aboard our editorial team. Alas, we probably couldn’t afford him.

MARK VICKERS, ASHURST, LONDON
PTP hot shot
A debt specialist at pan-European powerhouse Ashurst, Mark Vickers is known for busting complex deal-related problems, especially in the area of public-to-privates. Most recently, he ran the team that advised Rothschild on the successful bid for McCarthy & Stone, a UK retirement home builder, helping Tom Hunter’s consortium see off Permira. His fingerprints are also on some of the most high-profile LBOs of recent years, including Amadeus, Saga and SBS Broadcasting, earning him a strong following among clients and colleagues. Cynics might say that loyalty is cheaply bought by the machine gun he keeps in his office and the armoured personnel vehicle he often drives. But his charity work for the London Air Ambulance – Vickers is a passionate helicopter pilot – suggests Ashurst’s all-action man is on the side of the angels.