Emma Kamel

TDR To Become Asda’s Majority Owner After Agreeing To Buy Zuber’s Stake It has been confirmed today that private equity firm TDR Capital will acquire Zuber Issa’s shares in Asda. His brother Mohsin will remain a co-owner of the supermarket they bought along with TDR in 2021. Set to be completed Q3 2024. TDR will then own 67.5% of Asda, Mohsin (22.5%) and Walmart (10%). The transaction further dismantles the business relationship between Zuber and Mohsin, at a time when Asda is losing market share. Mohsin denied rumours of a fallout with his brother, saying on the BBC that the pair “get on exceptionally well”. Commenting on today’s news, Gary Lindsay and Tom Mitchell, Managing Partners of TDR Capital, said: “By combining our investment and sector expertise with Asda’s heritage of delivering value for customers, we have already made significant progress in transforming Asda … As majority owners, we will continue to work closely with the Asda management team and colleagues across the business to support the ambitious strategy, which we believe is the right one to continue to move Asda forward.” Asda’s Chairman, Stuart Rose, commented: “On behalf of the Board, I welcome TDR’s increased investment in Asda – which is a clear sign of its commitment to the business … The Board and shareholders continue to put in place the building blocks to position Asda for long-term success, and that is good news for colleagues, customers, suppliers and other business partners.” Meanwhile, Mohsin said: “Today’s announcement further underlines my own and TDR’s confidence both in Asda and the UK consumer market. As a shareholder group, we are excited about the growth journey we are on … I also want to add my personal support and best wishes for Zuber’s plans as we continue our successful family partnership, working as partners on our personal co-investments, family office philanthropy and Issa Foundation projects.” Zuber concluded: “With the divestment of my Asda shares, I will now turn my attention towards leading and managing the remaining EG UK forecourt sites that I have personally acquired, and spend more time on my charitable endeavours. I am pleased to see TDR increasing its investment in Asda. With Mohsin and TDR’s ongoing focus and shareholding, I am confident that Asda will achieve its growth ambitions.” NamNews Implications: * This means more of a PE influence on how Asda is run… * i.e. see The Implications of Private Equity Takeover of a Mult (Link in comments below) * And why not reassess your retailer handling by business model? – See Tailoring Major Customer Management by Business Model (Vive la Difference?) (Link in comments below) #PrivateEquity

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Roll-up, roll-up, get your "The Invincibles" branded cash registers here..... Jens Lehman and the rest of Arsenal's 2003/4 "Invincibles" team have bought a UK TM for the mark THE INVINCIBLES: https://lnkd.in/e2E5ywm4. They plan to exploit it to generate an income for the squad (and staff). Some of what the mark covers makes sense, for example clothing, downloadable videos, downloadable virtual goods etc. I'm not sure the world needs "The Invincibles" cash registers though. Particularly, given how tight The Invincibles back 5 were... not getting much change out of those cash registers..... https://lnkd.in/exZkRen6

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Can you imagine the gods you'd get working for you from China, India or Bethnal Green at a fraction of this price? An organisation can only feel this makes sense if it adopts a blinkered, parochial view of its potential talent pool. Clients with a view to accessing the best talent might observe that the world is not populated by Herodotus' Blemmyes. The providers of knowledge work either look at all available talent or they provide a poor product at a high price. https://on.ft.com/4diGqZT via @FT

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🎤 Musings from Day 1 of British Private Equity & Venture Capital Association (BVCA) #Accelerate conference: 🌩 Exit strategies in turbulent times 🌩 👀 The market has evolved and secondaries (at both portfolio company level and in terms of LP stakes) are much more prevalent. ➗ There has been an increase in discounts at secondary stage in the last 12-18 months; usually hovering around the 20-25% mark, but as high as 50%. At the other end of the scale, if it's a high performing asset with substantial interest, then even ordinary shares can be transferred at a 0% discount… 🎶 Funds are typically keen to hang on to their best performing assets, but are focussed on exit strategies for their "middling" portfolio companies. 💡 General consensus that it is best for funds to get founders/management/Board on side for a secondary, and ideally wrap the secondary in alongside a primary and alongside a partial secondary for founders. 🤷‍♀️ Mixed views on the various platforms for secondary trading (e.g. PISCES); but probably too early for a strong view. *** ⭐ Fundraising market at fund level (because founders are not alone in their fundraising struggles…!) ⭐ 🔥 The market has turned since the Covid boom era, and it has become harder to fundraise, due in part to the niche asset class and the need for long term investors who are willing to weather multiple drawdowns and cede control for portfolio curation. ☎ Catch 22 for fund managers; often sovereign affiliated investors (including the BBB) want to see private capital at the table before they will commit. In general though, a number of compliments for the BBB on their co-operative and collaborative approach, and their ability to size-up and be an anchor investor. 🌍 Often sovereign affiliated investors have strict limitations on where capital can be deployed (particularly jurisdiction-based, understandably). This limits emerging managers with a global remit and can impact their ability to attract institutional LPs who do not want jurisdictional limits to impact their potential ROI. 👂 More support needed for first time managers in what is generally seen as an opaque process; a collective action problem that needs a consortium to lead the way in providing tools to entry for emerging fund managers.

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A quick update on the changes to the UK Phase 2 merger review process that I helped put together. #mergercontrol #competitionlaw #ukmergercontrol

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Our new UK Public M&A Market Update for 2024 provides a snapshot of the current trends, shifts and predictions. Read more and request a copy. https://ow.ly/I5YQ50REixM #PublicMnA #MarketInsights

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A survey last year confirmed the chocolate digestive as the UK’s favourite biscuit. So, last week’s news that a fall in the price of chocolate biscuits had contributed to UK inflation hitting its lowest level in two-and-a-half years would have been welcomed by many. Yet the March fall in inflation to an annual 3.2%, down from 3.4% in February, was less than expected. Core CPI inflation – which excludes food and energy – was also higher than forecast. The figures were a reminder that the fight against inflation was not yet won and added to signs that a first interest rate cut by the Bank of England (BoE) could be further off than markets had expected. Investors trimmed their bets, fully pricing in only one quarter-point cut by the end of this year, possibly as late as November.

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Julie Palmer, Partner at Begbies Traynor, quoted in The Independent: “Despite some optimism as we entered the new year, 2024 has so far been characterised by a continuation of the same pressures that plagued companies in the UK throughout 2023. “Since the pandemic, hundreds of thousands of UK businesses depleted their financial reserves and loaded their balance sheets with increasingly unaffordable debt which for many may simply be too great to bear" The statistics unfortunately bear this out with 2023 seeing 25k CVLs's, 64k IVA's and 31k DROs (as per Insolvency Sevrice at Insolvency Practitioners Association (IPA) conference last week) as records for these activities (although tempered by the the fact that there are significantly more businesses - so the rate of insolvency is actually flat to down). Dean Beale at the Insolvency Service highlighted the need for the removal of manual work and the digitisation of processes, whilst naming Microsoft Dynamics implementation for the The Insolvency Service as well as other technologies, the point of bringing efficiencies to these processes is more pressing than ever - Armalytix... Bonus point for getting this far - where is this photo?

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Leveraged Finance, hey?! Although I intended to do a couple of posts last week on the new NQ salaries and the rise of the $20million partner, those will have to wait for the moment. Within the London leveraged finance market, the shifting sands have rendered a dramatically different landscape to even two years ago. Colossal moves have become so commonplace that even the mindboggling hires by K&E of Ian Barrett and Sinead O'Shea didn't receive as much attention as they deserved... and here's another biggie. When Jonathan Brownsen moved over to Cahill, it was a big deal. He established almost overnight one of the stronger US lender-side lev fin practices, focusing on big-ticket syndicated work, and they were one of the highest paying teams in the city. At Latham they'll aim to plug the gap left by Mo et al after the team move to Paul Hastings, after many (including myself) had assumed that Latham would pivot to become more of a sponsor shop. Many other firms have been looking to bolster their leveraged finance offerings (Davis Polk, Cleary, Skadden, etc); some established teams have continued to go from strength to strength; some have exploded out of nowhere; and a few that were on promising trajectories have stalled a bit among tough market conditions. With an awful lot of hiring going on... at a variety of levels... in teams of all shapes and sizes, it might be worth a chat with an ex-leveraged finance lawyer who is relatively plugged in to what the various players in the market are up to and what they're all actually like. So far this year I have moved finance lawyers of every level, from NQ through mid-levels through senior/counsel all the way to partner, and I have more active roles that ever before. If you have post-qualification experience in a highly ranked leveraged finance team, even if you aren't necessarily thinking of an imminent move, we really should talk.

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Following HMRC's recent change in guidance to the anti-avoidance rules applying to LLPs, there is plenty to think about for businesses that use the LLP model. My colleauge Angus Wilson and I have written this short article to understand what the changes mean in practice, and what LLP businesses need to do now - especially for PE. #Tax #PrivateEquity #LLP

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Digging deeper into the move towards operational real estate, DLA Piper Real Estate Sector in London hosted a thought leaders lunch on senior living and in particular, the quest for a rental model within Integrated Retirement Communities (IRCs). Putting aside the Putinesque sized dining table, the discussion revolved around some of the following key points : ➡ Demographics favour this asset class - 25% of UK population over 65 by 2040, and 'Generation Rent' will soon be looking for senior living rental products. The culture of necessity of home ownership is on the decline ➡ The UK is not the US - unlocking savings, land costs and mobility of population are among the differences ➡There is a high bar to entry given the specialist nature of operators - this will impact terms of JVs, Asset and Property Management Agreements ➡ Loneliness is a societal scourge, particularly impacting seniors. Community living enriches and enlivens ➡ The sector has been grappling with developing a product with a simple easy to understand economic model. Whilst Event Fees have obtained some definition in a recent government bill, more work is needed on a model which provides available cashflows for operators and owners and certtainty for residents and their nearest and dearest ➡ Valuation of rental schemes remains an issue in this (still) nascent asset class ➡ Catering for the mid market, including key workers remains a challenge. The lure of the state pension and seeking ways to securitise that could unlock a quality rental product for many in later life. Many thanks to all the contributors, particularly Jamie Bunce of Inspired Villages for his vision, and Edward O'Brien of BNP Paribas and Anthony Oldfield of JLL for their market knowledge together with lots of engagement from Edr Reim, PGIM Real Estate, Harrison Street, Marstead Living, Barclays, Round Hill Capital, TFE Hotels, Summix, Virgin Money, Sculptor Capital Management, Holmes Care Group, Macquarie Group Great to host with other sector specialists at DLA Piper - Steve Edgecombe, Andrew Yates and Alanna Hasek

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The plant-based foods sector in the UK witnessed significant growth in recent years, driven by rising consumer concerns around health and sustainability. However, due to cost pressures and reduced consumer demand, we have seen big brands axing non-core lines and retailers rationalizing their ranges. Read this article to learn about the challenges facing the plant-based meat industry in the UK: http://ms.spr.ly/6040Y67zy #Restructuring

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See below our thoughts on the latest proposed changes to the UK Takeover Panel’s jurisdiction

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Delighted to be quoted together with Jan Grüter in The Drawdown on the future of the AIFMD regime in the UK. Please do reach out to Richard Small, Jan Grüter, Ben Cocoracchio or Marine Pouzoulet or your usual Addleshaw Goddard contact in the Private Funds Teams if you'd like to discuss any aspects of the AIFMD or private funds regulation. #privatefunds #readysteadygrow #privateequityfirms #privateequity

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I have been quoted in Financial News on the topic of the NQ pay war in London. There are many things that could be said about Freshfields’ pay rise to NQ lawyers and what this means for the rest of the legal market, however one thing is for sure – it feels like we are at a real inflection point in the war for law firm dominance in the London (and global) market, with firms being acutely aware that one mis-step could result in being left behind by their peers. The term ‘magic circle’ has all but had its day and is actively being eschewed by the majority of its members. ‘Global elite’ seems to be the preferred term moving forwards and Freshfields and Linklaters (who have already raised NQ salaries) as well as Clifford Chance, A&O Shearman and Slaughter and May (who are likely, although not guaranteed, to follow) will all wish to be part of this global elite, in some way or another. There are many ramifications of such a significant NQ level pay rise, which we will see play out over the coming weeks and months. But for the moment, the gap between UK and US junior lawyers’ pay has been reduced, which is critical for UK headquartered firms which already have an exceptional global presence but are looking to continue to attract the best talent in London and ultimately look to build their strength and presence in the US. Always interested in views on this (and other) topics – feel free to pop me a DM if you’d like to discuss. #financialnews #harveyandpartners www.harveyandpartners.com

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Is it worth paying €3m or more to raise European capital using a passported fund structure? This is the question that any PE sponsor should be asking themselves before committing to an AIFMD compliant passportable EU fund.   While in certain circumstances, a passportable EU fund is the right solution, it shouldn’t be the default for UK and US sponsors and careful consideration should be given to the cost/benefit analysis before committing. In our second article on fund structuring, we discuss the pros and cons of having a marketing passport and consider whether it’s really worth the administrative and financial cost.

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