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Our Fintech Experience LEADING FINTECH ADVISERS OUR CAPABILITIES AND EXPERIENCE Contents 02 Our fintech experience 04 Working with clients in the fintech sector 06 Understanding the technology 10 Cross-practice expertise 12 Our team 02 HERBERT SMITH FREEHILLS Our fintech experience Technology is rapidly changing sector participants, including telecoms operators, insurance companies and asset every business sector, and managers. financial services are no exception. Herbert Smith Freehills Our team has extensive experience of guiding clients through the key challenges that arise operates at the cutting-edge of when financial services and technology meet, the intersection between financial including dealing with regulation, creating and services and technology. maximising the success of partnerships with technology providers or other commercial We have a dedicated global cross-practice collaborations and handling, protecting and team of lawyers focused on fintech matters extracting value from data. of all shapes and sizes across their areas of expertise. We support our clients with technology in its widest sense, including data, digitisation of We provide fully-integrated advice on assets, data analytics and exploitation of data financial services regulation, IT and as a strategic corporate asset, artificial outsourcing, mergers and acquisitions, data intelligence, robotics, internet of things, protection and privacy, cyber security, blockchain, drones, smart infrastructure, and investments, tax, employment, competition, augmented and virtual reality. insurance and dispute resolution to support our clients at all stages of the fintech lifecycle. We have a deep understanding of both traditional and disruptive technologies and We provide these tailored legal services to a have identified a number of macro trends, wide spectrum of fintech clients, including drivers and key challenges which will have a long-standing financial institutions, challenger significant impact on the fintech space in the banks, technology companies, and start-ups coming years. and scale-ups. We also advise other fintech HIGHLY COMMENDED FOR FINANCIAL HIGHLY EXCELLENCE IN SERVICES COMMENDED COLLABORATION OUTSOURCING FOR SUPPORTING (CLEARBANK / TIDE) PROJECT OF THE START-UPS GLOBAL SOURCING YEAR 2017 FT INNOVATIVE ASSOCIATION GLOBAL SOURCING LAWYERS AWARDS AWARDS AWARDS 2017 2017 2019 FINTECH EXPERIENCE 03 “The practice is noted for its strength in depth and its broad range of expertise. As well as its prominent M&A, private equity and large-scale IT outsourcing workload, the team assists fintech start-ups and challenger banks with navigating fundraising, growth and regulations. Crowdfunding, peer-to-peer lending, financial data and payments are particular areas of expertise" LEGAL 500 FINTECH, 2018 04 HERBERT SMITH FREEHILLS Working with clients in the fintech sector We believe the only way to provide legal services that support and complement our clients is to have a deep understanding of the sector in which they operate. We engage with our clients through thought leadership, acting as a sounding board at board-level, and secondments (Lendinvest, Tandem Bank, UBS, etc). Long-standing Telecoms operators Challenger banks financial institutions We advise telecoms We regularly advise banks We advise long-standing operators on their increasing with emerging market financial institutions on a investment in fintech, presence on a variety of variety of projects with particularly in the mobile corporate and regulatory technological challenges, payments market. issues. We advised including advising TSB since ClearBank (first UK clearing its separation from Lloyds and We advised Telefónica O2 on bank for 250 years) on its IPO followed by its takeover by the establishment of an establishment, and, recently, Banco de Sabadell and most m-payments platform joint on its new commercial recently on a major strategic venture between Vodafone, collaboration with the partnership with IBM to EE and Telefónica in the UK. financial services challenger support TSB’s digital We also advised NTT organisation Tide, its £60 transformation objectives to DoCoMo on the acquisition million grant from the become a truly digital of a stake in Just In Mobile, Capability and Innovation business. and Bharti on its Airtel Fund and the new Money mobile payments partnership with Nationwide. We also have significant service. experience acting for We also advised challenger principals and financial bank Tandem on various advisers on listed company equity and debt fundraising transactions and rounds and on its acquisition governance issues. of Harrods Bank Limited. FINTECH EXPERIENCE 05 Asset managers We work with asset managers globally and in the UK on a Tech companies wide range of matters (including fintech including establishing, start-ups and restructuring and providing ongoing advice to public, scale-ups) private and regulated funds, Insurance companies Our lawyers are at the heart regulatory matters, We regularly advise our of the convergence of investment in fintech and insurance clients based in technology and financial corporate transactions various jurisdictions, which services, working with tech (including business are currently adapting to new companies to help them establishment, restructurings technologies, on their identify challenges and and outsourcings). investments and operations. opportunities in the sector, For example, we advised a including through the use of For example, we advised global insurance broker on blockchain technology. Cabot Square Capital on its all aspects of a proposed investment in Moneyfarm, fintech investment, an We advised Apple on the a robo-asset manager, and acquisition of a leading launch of Apple Pay and a global investment manager pensions and investments subsequent regulatory on its acquisition of a UK analytics provider. We have issues. In regards blockchain technology company also advised Marsh, technology, we have also specialising in cashflow Pensions Insurance advised on licensing and modelling tools for wealth Corporation and Financial regulatory issues, and on management professionals Services Compensation initial coin offerings (a major and, separately, on its Scheme on other motorbike producer, an acquisition of a leading UK fintech projects and energy trading start-up, a software provider to wealth initiatives. Chinese corporation). management advisers 06 HERBERT SMITH FREEHILLS Understanding the technology We are one of the few leading international law firms to have expert and dedicated fintech teams across Europe and Asia Pacific. Our work is driven by the increasing convergence of technology and financial services, and we are ideally placed to identify technology-driven issues and opportunities. We believe the only way to provide legal services that support and complement our clients is to have a deep understanding of the technologies on which they rely. Artificial intelligence, Big data and the internet of things machine learning “Big data” and the “internet of things” (IoT) As a firm, we have publically embraced are fundamentally transforming how artificial intelligence (AI) and are actively businesses conduct their operations, and engaging with clients to understand how they helping companies significantly improve can use AI and machine learning, and how we productivity and profitability. Collecting and can support them using AI and machine using data on a large scale however also learning tools. We have advised: presents a number of legal challenges for our clients, particularly in relation to data • RAC on the acquisition and trial of protection and privacy. We are well-placed to Australia’s first fully driverless and electric guide our clients through these legal shuttle bus challenges. Our credentials include advising: • BHP Billiton in relation to its Design, • Moneysupermarket.com Group on its Development and Integration Contract with acquisition of Decision Technologies Ltd, Bombardier Transportation Australia Pty a data analytics and price comparison Ltd. The contract dealt with the company procurement of a high-tech automation system, along with complex related • Mastercard on the acquisition of the entire services, for BHP Billiton’s pit-to-port rail share capital of 5one Marketing Ltd, a network. The network was designed for use consultancy providing services, analysis by automated trains and software to retailers in relation to the use of customer data • IBM on its acquisition of Oniqua, a market-leading internet of things • LendEnable, a data aggregation and technology platform for optimising and analytics company that facilitates funding automating maintenance, repair and of social enterprises, on commercial overhaul (MRO) processes arrangements, convertible loan notes and redrafting of its constitutional documents in FINTECH EXPERIENCE 07 connection with initial investment and issue Our credentials include advising: of shares • Red Eléctrica Corporación on the world’s first syndicated loan using blockchain • FNZ on its proposed takeover of GBST, a technology. The €150 million loan was company specialising in custom technology engaged from three banks: BBVA, BNP solutions for broking, banking, wealth Paribas and MUFG. Negotiations were management, financial services conducted quickly over the platform developed by BBVA based on distributed Distributed ledger technology ledger technology (including blockchain and cryptocurrencies) • an investment bank on its investment in a UK start-up focused on the provision of We are coordinating an
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