our credentials and approach MAY 2021 our credentials and approach

A new Alternative

We launched Avonhurst, an advisory firm dedicated to the interests of sophisticated capital clients, to provide political strategy, legal advisory and capital services and the accompanying deal execution across Europe and beyond. As traditional law firms are focused on the model of billing by the hour in a manner that fails to align their interests with those of their clients, we listened to the concerns of the clients we have represented over the years and have built a new alternative. Rather than stick with the historic model, Avonhurst provides all the traditional legal services required by sophisticated capital but no longer uses the billable hour as the metric for determining value to clients. Instead we provide a blend of fixed fees, retainers and discounted fixed fees, contingent fees and discretionary fees. We are an advisory firm which finally aligns our interests with yours. Our partners and associates all hail from investment or top-tier international law firms and have decades of experience working for financial institutions, PE funds, credit funds and other sophisticated investors in high-profile transactions. We are fully aligned with our clients’ need for beneficial outcomes in any transaction and the need to work with all parties to secure these outcomes. Transaction delivery should be a process aimed at co-operation, efficient implementation and risk-allocation and Avonhurst is structured toward those ends. We supplement our base of experts with a targeted use of technology and smart insourcing to deliver efficient and effective services for lenders, borrowers, vendors and purchasers across markets, asset classes and geographies. In addition, we’ve assembled an all-star advisory team to help clients anticipate, understand and navigate the economic, political, commercial and regulatory challenges of tomorrow. Our Global Political Strategy team conducts original research including data-driven analytical frame works, and assesses the key macro-economic and socio-political themes that move markets, impact the global economy and influence transactional success. Beyond providing insights, whether clients require access solutions or intelligence, expert diligence, asset tracing or regulatory and governance frameworks, we use data and analysis to deliver authentication. Furthermore, we activate our networks, and implement influence programmes to deliver the outcomes sought by clients. These advisory services complement our legal services and enable Avonhurst to adopt a holistic approach to representing clients. With deep ties across the buyside and contacts across growth companies, Avonhurst also provides capital services to introduce growth opportunities to capital and capital to potential opportunities. Finally, and in a break from classic advisory firm models, our partnership has agreed a set of principles that bring our new model to life every day; a code of conduct that incentivises us all to work as one team, purely focused on you. I’ve summarised these principles for you on the next page. We look forward to having an opportunity to provide solutions to your challenges and advocating on your behalf, always in perfect alignment with your interests.

Jonathan Bloom Chairman and CEO

M: +44 (0) 7703 739 125 T: +44 (0) 207 856 2525 E: [email protected] INNOVATIVE LAWYERS2020 EUROPE SHORTLISTED

MAY 2021 2 our credentials and approach

Principles for Success

Our purpose when we formed was to build a new model advisory business in the market focused on meeting the needs of sophisticated capital. We are not here to service any and every part of that market, but have chosen to cater to those involved in complex, high-value situations for whom bespoke, quality solutions are required. We believe in developing long-term business partnerships where we can not only deliver upon, but exceed the expectations of our clients in providing strategic, mission-critical advice with true value add.

To achieve that we focus on our key clients and targets, wrapping ourselves around their immediate needs and longer-term aspirations. Adaptability, creativity and collaboration is key in this regard, particularly as we need to continue to galvanise a cohesive, multi- disciplinary team of the best talent in the market.

We will continue to enhance and adapt the Avonhurst platform as our clients’ needs grow and evolve; everyone working within our business plays a key role in this perpetual optimisation. This is because we believe our financial and professional success comes hand in hand with our clients’ success; our pricing, relationship management and engagement reflect this belief.

As we develop our understanding of our clients’ business goals and investment strategy, we are invested in increasing the value add our platform provides by leveraging our deep team experience and network to suggest customised approaches.

Our aim is to be the best, not the biggest.

Avonhurst’s guiding principles lead the Firm in any situation it may face and govern the partners’ roles as leaders in their relationship with our clients, employees, suppliers and business partners and the environment.

These principles and the commitments that we make to ourselves and each other, not only refer to the professional obligations, regulations and legislation that govern our business, but also highlight the standards that we set ourselves as a responsible professional business.

• Clients first: what is in our clients’ best interests in the longer term is in our own best interests. • Compliance: legal and regulatory compliance are at the heart of our Purpose. • Listen and learn: from our clients and from each other. Practice, adapt, practice. • Open-mindedness : the art of the possible; solve, don’t create, problems; adaptability not rigidity. • Togetherness : collective endeavour, respect, decency, diversity, inclusivity and trust. • Commercial: long term success is more valuable than short term gain. • Communicate: transparency; openness; thoughtfulness. • Quality: efficient, effective and excellent at all times, both internally and externally. • Health : the health of our minds, our bodies and souls – these must be nurtured in equal measure for our own benefit, and those we care about. • Happiness: take responsibility for making clients and colleagues happy.

MAY 2021 3 our credentials and approach

Our Delivery: Aligning Our Interests With Yours

We have the freedom to operate in a way that simply isn’t possible in global private practice. Our experts are free to concentrate on creating mutual benefit and enduring value, with service and delivery models that are designed around your needs. Our business model allows our incentives to be aligned with yours, too. That in turn creates its own efficiencies, without compromising on quality.

FLOW-THROUGH BILLING TECHNOLOGY

We assess fees on every transaction by weighing how the Our approach to technology is simple: we will use what is effort expended by us flows through to value for our client. required to enable us to deliver the best work we can for We do not see this as an alternative billing arrangement; our clients. Certainly, technology is central to how we’ll work it is the only billing arrangement that appropriately aligns us effectively and efficiently on transactions, swiftly creating with our clients. To this end, our fees can be a combination initial drafts, readily manipulating, editing and completing of fixed fees, retainers and discounted fixed fees, success those documents and reducing the need for costly, and fees in certain situations and annual fees paid quarterly where occasionally error-strewn human intervention.eole, ith Throughout the riht the contacts, ideall all under one roo, riht appropriate. Our fees are not underpinned by the antiquated document life cycle we will seek to accesshen and ou utilise nee anyd themof the most ts an endurin challene e billable hour. many applications now available in the market, building those decided it as time to rovide the anser A rou o traillain into our offering and around our clients’ specific requirements. As we are designed to adapt to our clients’ needs and Technology of course, will go well beyond the documents motivated to build deep, long term relationships, our approach themselves. We’ll seek to share information with our clients to pricing is to succeed along with them. To the extent a client through whichever platform is their caitalpreference, rovi tode reportrs, cororate on orroers and issuers, and secured does not achieve its desired goals, we understand the resulting progress with timely infographics, tolen easede rsverbal naviate and visual the comleities o everchanin marets frustration and don’t seek to compound the challenges of loss communication and help with buildinghere and underpinning suorted our a stellar client ortolio, dran rom with the frustrations of unacceptable expense. Rather we look relationships. Further, our platform is robust, secure and to what value was provided and will look to be compensated fast so you can be assured of our security of your data. for the same. and cororate ractices, uniuel uilt to match their chanin We’ll work with you to understand hownee you’dds ech like tonol work,o, automation, outsourcin and collaoration In some cases, value will be negligible and fees will not be how you’d prefer to share information and whether you required. In other cases, we anticipate our efforts, risk exposure have specific requirements or preferences for us to take and commitment in partnership with you, will be rewarded into account. As part of our approachO to course, managing desinin your an advisor usiness entirel around the with success fees. We also believe our fees should be paid in relationship, we’ll also share our Technologyneeds o Plan clients with you,is an onoin rocess ut eve started ith line with the commercial realities of our clients. Some will be with a regular review to ensure it remainsa oe fitrul for remisepurpose. that reat thins haen hen ou rin deal-related, others will prefer certainty and regularity of billing, which can be achieved through retainer arrangements. INTERNATIONAL REPRESENTATIONtoether the riht eole, rocesses and technolo ot onl During our initial discussions with you, we would like to In relation to cross-border mandates, Avonhurst has ‘best further understand your business drivers, your commercial friend’ relationships with law firms which lead each of parameters and your longer-term objectives, so that we can most enterrisin a their local markets in relevant practices where our clients design our fee programmes together. Ultimately, we expect do business. In selecting our international partners, we the fee structure to evolve as our relationship deepens, and as prioritise quality, which must match our own, and who work your business moves forward, in partnership with Avonhurst. and sustainale value, ith service and deliver models that collaboratively to ensure cohesion, efficiency and alignment in our joint service provision and fee arrangements. e can adat to chanin marets uicl Comined ith our We have extensive experience operating jointly, having worked together on many cross-border mandates.ste ahead Three of the firms in the alliance share offices in London, further conveniencing our collaboration. We also have access to many alternative leading providers in overseas markets and would ensure that the best solution is utilised for each mandate.

2 MAY 2021 4 3 our credentials and approach

Legal Services

We provide expert legal advice that is commercial, clear and concise, acting for some of the largest and most sophisticated funds and corporates. We are a partner-led service that leverages our deep networks to access wider opportunities for our clients. When you partner with us, you access a powerful network of market-makers and leading experts without barriers. Our core legal services cover the following areas:

BANKING AND FINANCE REGULATORY Financial markets are undergoing unprecedented change. We The world of finance remains one of the most complex, are here to help you respond to that change. Our teams have sophisticated and highly-regulated industries. Our regulatory peerless track records of successfully managing large and capabilities are designed to address the issues faced by some complex multi-jurisdictional transactions and projects, whenever of the most progressive and demanding alternative capital and wherever our clients need to do business. providers under, among others, AIFMD, MiFID II, EMIR, CRR/CRD IV, CRR II/CRD V, Solvency II, Prospectus Regulation, FSMA, FCA/ CAPITAL MARKETS PRA rules and major US, UK and EU sanctions programs. That means solutions that are as progressive and creative as they are Our people have worked on some of the world’s largest and robust and trusted. most complex public and private capital markets offerings. We are perfectly placed to support you on complex high-yield RESTRUCTURING structuring, covenant and accounting issues, innovative bridging to financing, or indeed any of the capital markets components Our team delivers restructuring and reorganisation strategies in restructuring, structured debt transactions, and high-yield that are backed by significant, real-world experience gained refinancing options. on some of the most complex, high-risk situations. From rescue planning, disposals and insolvency procedures through CORPORATE to distressed debt trading and security enhancement, our expertise is unrivalled. We advise across the broad spectrum of corporate finance transactions, including mergers and acquisitions, joint ventures, TAX transactions, transactions and corporate restructurings, tackling any competition and Our tax practice is a key advisory team in our business, advising regulatory challenges as they arise. right across the firm on deals. It provides advice on large and complex debt and equity market transactions, with experience ENERGY AND INFRASTRUCTURE of advising on a broad array of securitisations, repackagings, obligations and derivatives. From oil & gas to solid infrastructure, power to transport, all the way through to renewable energy, our team have WHITE COLLAR/INVESTIGATIONS experience advising on major PPP, concession-based, regulated, procurement and private projects across the full range of In today’s world of increasing enforcement and regulation, we sectors, including in relation to a number of first-of-kind to are here to help you navigate through the myriad of financial market in-country. We are poised to move with you to ensure crime issues, ranging from bribery and corruption, to sanctions, the successful vetting and deployment of capital in strategic fraud and money laundering. Our people have worked on some infrastructure and energy investments. of the largest cross-border investigations brought by regulators in the US, UK and around the world, in countries such as , REAL ESTATE Switzerland, France, Finland, Africa, the Middle East, China, Japan, Australia and India. Coupled with former prosecutorial Real estate is a fundamental asset to most financial institutions experience within the team, this makes us perfectly placed to involved in lending. In addition to conventional real estate work, also support you on corporate governance and compliance we work closely with clients to help them structure and deploy matters, which are commanding the attention of C-suite and property funds, and support them in funding their real estate enforcement authorities alike. investments around the world.

MAY 2021 5 our credentials and approach

Legal Services

Avonhurst’s depth of knowledge is as great as the largest firms and is led by partners with decades of collective experience at top-tier US and “Magic Circle” law firms. Avonhurst’s partners have advised the most sophisticated investors in complex and challenging structures and transactions across the full range of sectors and geographies. Our lawyers apply innovation and business experience to provide bespoke solutions to investors. A selection of our credentials appears below and you will find a full list of credentials later in this document.

Banking and Finance, Capital Markets and Restructuring

Ian Frost Laetitia Costa Sonya Van de Graaff M: +44 (0) 7407 854 975 M: +44 (0) 7713 404 599 M: +44 (0) 7825 535 977 DD: +44 (0) 207 856 2551 DD: +44 (0) 207 856 2549 DD: +44 (0) 207 856 2560 E: [email protected] E: [email protected] E: [email protected]

Ian Frost is a finance partner at Avonhurst with Laetitia Costa is a dual-qualified partner Sonya Van de Graaff is a partner at Avonhurst. a focus on leveraged finance and restructuring at Avonhurst. Laetitia has over 17 years’ Prior to joining, she was a partner at the London transactions. He has more than 20 years’ experiences in leveraged finance, debt office of Morrison & Foerster for five years, advising experience at Freshfields in London and restructuring transactions and real estate individual and group investors on complex capital Frankfurt, and Vinson & Elkins, specialising in transactions, advising private equity firms, structures across a broad spectrum of cross- advising private equity investors, venture capital arrangers, funds, family offices, managers and border and domestic restructuring and insolvency funds, direct lenders, corporations and lender corporations. Before joining Avonhurst, she situations. Her expertise principally covers across products, asset classes and geographies. worked at a range of Magic Circle and City firms corporates, financial institutions and structured and was a partner at Milbank and then Head of finance vehicles, with a particular specialism in focus Ian has advised on innovative and market- Banking & Finance at PwC UK. on advising replacement trustees, as well as boards leading transactions helping clients apply of directors navigating financial distress. the most effective product for their financing She advises on all types of senior and requirements to provide robust solutions to subordinated financings for domestic and cross Sonya has been involved in a number of market- bespoke transactions. border acquisitions, including -bonds leading transactions. She brings a collaborative and transactions, public to private transactions, commercial approach to resolving disparate interests Representative transactions include advising: unitranche, Euro PP, second lien, mezzanine, amongst disparate stakeholder interests. In the years holdco PIK and investment grade financings. leading up to the 2008 financial crisis, Sonya was • BC Partners in relation to the financing Laetitia is the co-author of the Practitioner Guide senior in-house counsel at , London, through TLB loans and placement of private to European Leveraged Finance and has been focusing on a broad range of financial products high yield notes for the acquisition of the noted as “a key resource on French deals” by including structured finance and special situations Springer Nature group. Legal 500 UK. investments. Sonya has a particular interest in the • A financial investor in relation to the financing work of UNCITRAL, participating in their Working for the acquisition of the Dutch bad bank Representative transactions include advising: Group V negotiations to develop a uniform insolvency business. law for the adoption of cross-border insolvency • Helios Investment Partners in relation to the • and Nomura as MLAs and legislation internationally. Sonya is also an INSOL financing of its acquisition of LDC’s fertilisers BNP Paribas as Agent in connection with a International Fellow and a council member of the and inputs business in Africa. €600m first/ second lien financing for the Council of Insolvency Lawyers Association (UK), and • Evoca and its sponsors in relation to certain acquisition of the French group Sebia by active in its technical working group. acquisition facilities and issuances of High Montagu PE and Astorg Partners. Yield Notes. • EQT in connection with the €620m senior Representative transactions include advising: financing and the €95m mezzanine financing related to the acquisition of SAG. • A dvising the replacement trustee on the New • The purchasers in €220m offering floating rate Look and Hema Schemes of Arrangement. notes by the French issuer Medi-Partenaires • R epresenting a significant senior unsecured to SAS to finance its acquisition of Medipole investor throughout the course of the Sud Sante. Lehman Brothers International Europe (in • Park Square Capital in connection with the administration) ‘Waterfall’ litigation. €75m mezzanine debt for the acquisition of • A dvising the principal shareholder and senior a UK group. secured investor in its investment in the financially distressed OneWeb satellite business. • A dvising a creditor in connection with its investment in the Steinhoff restructuring.

MAY 2021 6 our credentials and approach

Legal Services

Banking and Finance, Capital Markets and Restructuring continued

Carolyn Conner James Wyatt Albert Aharonian M: +44 (0) 7920 493354 M: +44 (0) 7576 502 205 DD: +44 (0) 207 856 2530 DD: +44 (0) 203 995 6447 DD: +44 (0) 207 856 2548 T: +44 (0) 207 856 2525 E: [email protected] E: [email protected] E: [email protected]

Carolyn Conner is a senior advisor at Avonhurst. James Wyatt is a partner at Avonhurst. He Albert Aharonian is a partner at Avonhurst. He She has more than 20 years’ experience in advises in relation to structuring, raising capital has represented issuer, sponsor and underwriter international restructurings and was a partner at for and executing transactions spanning the full clients on debt issuances, liability management leading global legal practice Allen & Overy. Carolyn energy, infrastructure and real estate spectrum, transactions, and restructurings, with a built her restructuring career in its London and including in relation to project development, particular focus on high yield debt. Most recently New York offices, and also led a global initiative project finance, acquisitions, refinancings and a senior associate in the private equity and to develop its asset management and funds client restructurings. capital markets teams of Sidley Austin, Albert has relationships. She has most recently been leading previously developed his career at the high yield her own consultancy. He is a broad practitioner across finance, teams of Milbank and Paul Hastings. private corporate, real estate and commercial Carolyn is an expert in stakeholder management practice disciplines with particularly deep sector Albert has published on financial regulation during times of significant corporate financial experience in low carbon energy (particularly and is fluent in Armenian, English, German distress, with sound commercial judgement nuclear, wind, solar and hydropower), upstream and Russian. and strong communication skills, focusing on / midstream oil & gas and transportation, as well enhancing team cohesion and development. as in public private partnership structures across Representative transactions include advising: a variety of sectors and geographies. Representative transactions include advising: • First Quantum Minerals on the issuance of over James has developed his career at leading $7 billion of high yield notes as well as related • T he major private equity investor in relation to private practices– most recently at Linklaters in consent solicitations, and tender and exchange the restructuring of European Directories. London and the Middle East and, prior to that, at offers. • T he senior creditors’ committee to Cory Slaughter and May. His deal experience spans the • Vantiv in connection with the capital markets Environmental in relation to its restructuring, globe, with notable concentration in EMEA. financing of its $10 billion Worldpay acquisition. through an English scheme of arrangement and • Petra Diamonds on the issuances of $650 a pre-packaged sale to a lender-owned vehicle. His clients comprise a diverse range of funds, million senior secured second lien notes and • T he senior lenders to BARTEC Group, a German- corporates, sponsors, financial investors, $178 million equivalent in equity. based explosive protection manufacturing governments, commercial banks, DFIs, ECAs and • Gulf Keystone Petroleum on its issuance of in relation to its financial restructuring and multilaterals, with a fairly even split between $250 million guaranteed notes and its balance recapitalisation. sponsor-side and lender-side work. sheet restructuring. • T he key fund lenders to Oasis Holdings (post restructuring vehicle of The Investment Dar), Representative transactions include advising: which involved a further restructuring and ultimately, a refinancing. • The UK government in relation to its multi- faceted roles in the Hinkley Point C and Wylfa nuclear projects. • DfT in relation to the financial restructuring of the Crossrail project. • The lenders in relation to the debt platform for the expansion and development of the Dubai airports. • The lenders in relation to the financing of the acquisition of a 40% stake in ADNOC pipelines by KKR / BlackRock.

MAY 2021 7 our credentials and approach

Legal Services

Banking and Finance, Capital Markets and Restructuring continued

Rafael Serrano Oliver Elsaesser Katja Loncaric M: +44 (0) 7407 854 957 DD: +44 (0) 207 856 2557 DD: +44 (0) 207 856 2554 DD: +44 (0) 203 995 6424 T: +44 (0) 207 856 2525 T: +44 (0) 207 856 2525 E: [email protected] E: [email protected] E: [email protected]

Rafael Serrano is a senior associate at Oliver Elsaesser is a finance associate at Katja Loncaric is an associate at Avonhurst. She Avonhurst. He has represented financial Avonhurst. He has represented lender, under- advises financiers and borrowers in relation to institutions, sponsors and corporate borrowers writer and sponsor clients on leveraged finance, tailored debt solutions across a wide range of on a broad range of multi cross-border senior direct lending and restructuring transactions. industries including energy, power, commodities, and subordinated financings, including leveraged Oliver has previously developed his career at the shipping and large-scale infrastructure, as well and infra acquisition finance, real estate finance, leveraged finance team of Paul Hastings. as real estate and technology, particularly in CEE restructuring and distress trades. Rafael was and MENA. previously a managing associate in the leverage Oliver attended Nottingham Law School and is finance team of Linklaters. fluent in German and English. Katja developed her career at leading private practices – most recently at Norton Rose Rafael is admitted to practice in the UK and Spain Representative transactions include advising: Fulbright in London and, prior to that, and is fluent in English and Spanish. at Clifford Chance. • , Goldman Sachs and Citibank on Representative transactions include advising: the £2.5 billion first lien/second lien financing Representative transactions include advising: of Advent’s public-to-private acquisition of • The lenders in connection with the financings Cobham Plc. • The incoming syndicate of finance parties in the related to the acquisition of a minority stake in • Blackrock on the €150 million unitranche and refinancing of a major European airport. Telefonica and Altice France’s cable and towers capex facility for Summit Partners’ roll-up • Mercuria Energy Group incoming lender in businesses (Telxius and SFR, respectively) by acquisition of Benelux testing businesses. relation to the refinancing of a $1 billion trade KKR. • Oakley Capital on the €80 million unitranche finance reserves-based facility to Aegean • The lenders in connection with the financing and capex facility for the acquisition of a Marine Petroleum Group from a syndicate of related to the acquisition of a 40% stake in Spanish software business Unit 4. lenders. ADNOC pipelines by KKR / BlackRock. • Sonangol in relation to a K-Sure supported • Macquarie and Wren House Infrastructure in acquisition finance facility for the purchase connection with the financing related to their of drill ships. acquisition of all the assets of E.ON in Spain. • Strategic Value Partners on their acquisition of distress claims in Spanish toll roads.

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Legal Services

Corporate

Raymond McKeeve Emmanuel Amos Joshua Swerner M: +44 (0) 7989 387852 M: +44 (0) 7506 746 381 DD: +44 (0) 207 856 2558 DD: +44 (0) 203 995 6448 DD: +44 (0) 207 856 2545 T: +44 (0) 207 856 2525 E: [email protected] E: [email protected] E: [email protected]

Raymond McKeeve is a senior advisor at Emmanuel Amos is a corporate partner Joshua Swerner is a senior associate at Avonhurst. He is recognised as a leading at Avonhurst. He has extensive experience Avonhurst. He has a broad range of corporate figure in private equity and one of the best- advising clients on a wide range of corporate experience, having advised large corporates, known corporate lawyers in the City, having transactions, including domestic and private equity, financial institutions, funds developed his career at leading private equity cross-border M&A transactions, joint ventures, and start-ups on domestic and cross-border practices, including at Jones Day. Raymond has private equity and venture capital transactions, M&A, joint ventures, venture capital, corporate extensive experience advising major private restructurings and fund formation. Emmanuel restructuring and advisory work. Joshua has also equity houses, sovereign wealth funds, and has also advised a range of start-up businesses represented issuer, sponsor and underwriter their investee companies as well as some of and private investors. clients on primary and secondary offerings on the leading alternative credit providers and the London Stock Exchange. He joins Avonhurst lenders across all areas of corporate practice, Prior to joining Avonhurst, Emmanuel was a from Linklaters, where he was a managing including acquisitions, disposals, financings and partner at MJ Hudson, and a member of the associate, advising clients in numerous sectors, restructurings. corporate team of a magic circle law firm and the including renewables, infrastructure, real estate, Singapore office of a leading US law firm. retail, leisure and FinTech. Raymond’s experience covers both the domestic UK and international markets, including MENA Representative transactions include advising: Representative transactions include advising: and sub-Saharan Africa. He is one of the earliest and youngest winners of The Lawyer “Hot 100 • Phenna Group on its acquisition of Hansen • ORIX Aviation on the acquisition of a 30% stake Award” and sat in a personal capacity on the Aerospace and First Scottish Group from in Avolon Holdings for $2.2 billion. MOD Defence Reform Unit chaired by Lord Academy Association, Inc. • on its acquisition of a majority Levene. Raymond is an Honorary Fellow of the • Unigestion as part of a consortium to acquire stake in Ebury Partners for £350m. Strategic and Security Institute at the University Danica Pension Sweden from Danske Bank A/S. • JP Morgan and on their role as of Exeter and a non-executive director at Azura. • Unigestion as part of a consortium to acquire joint global coordinators on the Trainline IPO. Teamsport from Duke Street. Representative transactions include advising: • EQT VI on its acquisition of Bureau van Dijk Electronic Publishing from Charterhouse. • M any of the leading private equity houses and multi-family offices, including Blackstone, TPG, Darwin Private Equity, AEDC, LMK and KKR on a variety of transactions. • B lackstone Tactical Opportunities Fund on its investment in the leading CEE gaming business, Superbet. • T erra Firma on its attempted take private of IWG group, one of the leading global serviced office businesses • C VC Capital Partners on its $703m acquisition of Teva Pharmaceutical Industries’ international women’s health assets.

MAY 2021 9

our credentials and approach

Legal Services

Corporate continued Real Estate White Collar/Investigations

Tanya Macrae Nigel Heilpern Audrey Koh M: +44 (0) 7407 854 985 M: +44 (0) 7956 162 323 M: +44 (0) 740 785 4911 DD: +44 (0) 207 856 2556 DD: +44 (0) 207 856 2547 DD: +44 (0) 207 856 2555 E: [email protected] T: +44 (0) 207 856 2525 E: [email protected] E: [email protected] Tanya Macrae is an associate at Avonhurst. Audrey Koh is a Partner at Avonhurst. She She has almost 10 years’ experience at top UK Nigel Heilpern is a partner at Avonhurst. For the specialises in cross-border investigations and US firms in London, Brussels and Moscow last 30 years, he has specialised in real estate law focused on anti-bribery laws, including the advising private equity and corporate clients on and financing, representing developers, bankers US Foreign Corrupt Practices Act and the UK all aspects of antitrust and on the most complex and other institutions in a range of real estate Bribery Act, sanctions, money laundering and M&A transactions, before joining Avonhurst in transactions advising real estate opportunity financial fraud, and represents clients in US, UK February 2020 for a broader focus. funds and major investment banks on their and multinational regulatory investigations. She European real estate investment programs. regularly advises on anti-bribery, anti-corruption, Tanya is a published writer on antitrust and anti-money laundering, anti-facilitation of tax merger control. She holds the Bachelor of Civil With experience in complex real estate financing evasion, sanctions and corporate governance Laws (BCL) Masters degree from Merton College, deals, he has advised on equity, banking and compliance, due diligence and related training, Oxford. restructuring elements of these transactions. and has represented clients across sectors Nigel has been a partner in international law including financial services, life sciences & Representative transactions include advising: firms since 1994, including Nabarro, Fried Frank pharmaceuticals, energy & natural resources. and King & Spalding. • Grunenthal on its $922 million acquisition Prior to joining Avonhurst, Audrey practised at of European rights to Nexium and global Representative transactions include advising: Womble Bond Dickinson, where she was partner (ex US and Japan) rights to Vimovo. and Head of White Collar Crime & Investigations. • WPP on its sale of 60% in Kantar Group to Bain • Guardian Managers Luxembourg acting for Previously she spent 11 years at Skadden in Capital. The transaction valued Kantar at $4 SICAV GRIFIII Investment Fund on its purchase London, having also worked in that firm’s billion. of a Milan residential property from BNP Singapore office. • Eaton Towers on its $1.85 billion acquisition Paribas Real Estate Investment Management. by American Tower Corporation, including • CMBS/Standard & Poor’s in connection with a Audrey also worked in-house as Director - merger control and regulatory filings in Kenya, €1.6bn securitisation of a first mortgage loan Legal and Compliance at Kerogen Capital and COMESA, Niger, Ghana and Uganda. originated by Lehman Brothers and secured on additionally spent 16 months seconded to the “Coeur Defense” located in La Defense business SFO as an investigative lawyer in the Bribery & district in Paris. Corruption Division. There, she focused on the •  Lynch International as MLA in prosecution of complex, multi-jurisdictional connection with the €647m financing of the bribery and corruption cases, the negotiation of acquisition of more than 24 private clinics Deferred Prosecution Agreements and successful (Vitalia) in France by Blackstone Group defence of judicial review proceedings. International. This transaction combined Leverage Finance and Real Estate Finance Representative cases include: techniques. • Merrill Lynch International and other MLAs • Representing two major French banks in OFAC in relation to the €539.5m financing of the sanctions investigations. acquisition of 46 hotels in France, Italy and • Representing various senior executives in a high Belgium by Blackstone Group International profile investigation by the SFO. Limited. • Representing a financial services company in an • VTB Bank (Europe) SE on its financing to investigation involving financial misappropriation Assobello S.r.l. secured by various properties of business money, financial crime issues and in Italy. related queries from the FCA. • Various investigations in China, India and Australia for a medical device U.S. issuer on grants, improper payments to doctors and kickbacks from distributors; representing a multinational healthcare corporation in an investigation involving corruption issues in the Middle East.

MAY 2021 10 our credentials and approach

Legal Services

Head of Client Relationships

Sophie Davies M: +44 (0) 7795 085 738 DD: +44 (0) 203 995 6444 E: [email protected]

Sophie Davies is a business development expert and joins Avonhurst as Head of Client Relationships. She is known for her commercial and pragmatic approach to business, along with her energy and unwavering commitment to clients. She is proactive in understanding the broader needs of her clients’ businesses, and the environment in which they operate, to create tailored solutions.

Sophie has particular expertise in the real estate sector and has an established track record of working with major property development, management and investment companies, as well as with government departments, local authorities and other law firms. This broad spectrum of experience is invaluable as she works with clients across both Avonhurst’s legal and capital services.

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our credentials and approach

How We Can Work with You

PRIVATE EQUITY SPONSORS PORTFOLIO COMPANIES Our core practices in Corporate, Banking and Finance, Capital Markets As portfolio companies evolve under private equity ownership it is and Tax work together with sponsors to develop acquisition structures inevitable that they will need advice in relation to how to achieve their and financing solutions that provide the full range of flexibility and end goals in a regulatory and legislative compliant framework and options for each relevant investment. We work together with our within an existing set of contractual arrangements. Our Corporate and political advisory and capital services colleagues to deliver the full Tax lawyers have acted for a range of portfolio companies in bolt-on range of services required by sophisticated funds investing in an acquisitions, corporate reorganisations, incentive arrangements and increasingly complex and diverse market across assets classes, sectors employment matters and realisations. Our Banking, Capital Markets and geographies. Our legal advisory team has decades of experience of and Restructuring lawyers provide analyses of the structures and/ investing in the private equity market and understands the processes, or amendments and consents required to effect these transactions. pitfalls and deadlines inherent in any transaction and work within Avonhurst’s expertise delivers the quality provided by top tier legal the mechanics of auction processes and private sales. Our additional advisors but with an approach to pricing which is designed to work resources from co-ordination with outsourcing lawyers and overseas with the relevant portfolio. counsel, each selected for their experience and ability, enable us to expand teams to meet the stresses on delivery of any transaction. In addition, our political advisory team works with portfolio companies to assess the risks and opportunities that arise in the political and In addition, our pricing model permits us to work with private equity regulatory landscapes to ensure that value and income streams sponsor clients to provide value returns in any sale and purchase are preserved and enhanced and to assist the portfolio company in process and enables us to tailor our relationship such that we share in achieving its success in accordance with the business plan. the risks and returns for our clients and give our clients certainty as to outcome. MANAGEMENT REPRESENTATION RESTRUCTURING In any transaction, management are the key to delivering value to the investors and ensuring that the business can develop in a sustainable We act for lenders in leveraged finance transactions across the investor and effective fashion. Whilst management’s interests will generally community. Our lawyers have a complete understanding of credit drivers align with those of the investors, they will need representation in in an evolving market and work together with lenders to ensure that the a variety of situations to ensure that they remain motivated and key credit concerns are addressed while ensuring that the transaction incentivised across acquisitions, mergers, reorganisations and exits. maintains the flexibility required by private equity sponsors to develop Our Corporate and Tax teams, working with specialist counsel on the returns envisaged in the business plan. With multiple pools of employment and incentive specialists where required, can advise capital available to investors in the market, we work with lenders to management teams in how their rights work within any proposal and develop a financing structure which ensures certainty of funding and enable those management teams to feel confident in the business efficient delivery of the transaction to support the needs of conditional, going forward notwithstanding significant events in the lifetime of unconditional or fully-funded offers. Our expertise across Banking and any particular business. Finance and Capital Markets gives us the ability to synthesise and craft financing arrangements which make full use of the liquidity available Avonhurst’s ability to work with management on a structure which in the market and to follow the developments in market practices and provides comfort to management but provides certainty as to investor preferences. cost and efficiency as to delivery within the context of the broader transaction makes us ideally placed to work together with private With an ability to price transactions and to commit to proposed pricing equity investors across their portfolio. and our alignment with our clients on transaction delivery, we support acquisitions, refinancings, repricings and exits in a way which delivers certainty to the sponsors and ensures that the credit concerns of lenders are met without restricting the underlying corporate strategy.

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our credentials and approach

Legal Services - Operations Structure

CLIENT

PRIMARY RELATIONSHIP Avonhurst provides the interface for all advice provided, with a single point-of-contact for prompt response and turnaround.

UNPARALLELED LEVELS OF PARTNER ENGAGEMENT EXPERIENCED AND HIGHLY RESPONSIVE ASSOCIATE TEAM EFFECTIVE USE OF LATEST LEGAL TECHNOLOGIES

Experienced and highly responsive Best-in-class local counsel, managed by outsourced teams offering high quality us, offering the flexibility to work with your and value for money, managed by us counsel or our worldwide network of local for a superior service. counsel partners.

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Our Credentials

Our advice transcends legal frameworks. Deep understanding of markets from decades of experience positions us to provide multidisciplinary thinking you simply won’t find anywhere else. It goes beyond highlighting risk and extends to discovering real potential and opportunity others fail to identify. The following deals were completed by the Avonhurst team¹:

BANKING AND FINANCE

• Mid Europa Partners LLP, a Hungarian based private equity firm • Paine Schwartz on the financing of acquisition of the Spearhead in connection with the financing related to its acquisition of 100% agricultural business and the refinancing of the Eurodrip business of Baltic mobile operator Bitė Group AS from Danish company TDC • EQT on its financing of the acquisition of a Danish aircraft leasing A/S for €455 million company • Group of senior creditors, including Harbourmaster, The Carlyle • Wind Hellas on its financing for a 4G spectrum auction Group, GoldenTree Asset Management, GSO, , Pramerica, • PPF on its acquisition of O2’s business in the Czech Republic Silverpoint, Bank of Ireland and Cairn Capital, in connection with • Gategroup in connection with a €350 million multicurrency the financing of Doncasters Group plc revolving credit facility • JP Morgan Chase Bank, in connection with the $880 million • Kuehne + Nagel International AG in relation to their debut senior secured credit facility of Select Medical Corporation bank financing • Credit Suisse and Nomura on the €545 million senior financing of • TechnipFMC in relation to their group financing arrangements the acquisition of Compagnie Européenne de Prévoyance (CEP) by • Zurich on its proposed bid for RSA JC Flowers from PAI • LafargeHolcim on the staple financing for the disposal of its • Citicorp North America, Inc., in connection with the non-U.S. cement business collateral securing the $250 million senior secured credit facility • Vestas and OC Oerlikon on their ongoing financing requirements of Constar International,Inc., a supplier of plastic containers for soft • Goldman Sachs and Nomura as MLAs and BNP Paribas as agent drinks and water throughout North America and Europe. in connection with a €600 million first/second lien financing for the • Trimaran Fund II, L.L.C. and certain affiliates in connection with acquisition of the French group Sebia by Montagu PE and Astorg the $85 million senior secured credit facility of Charlie Brown’s Partners Acquisition Corp. to finance the acquisition of Charlie Brown’s • Bank of America, N.A., as Administrative Agent and Collateral Steakhouse from Castle Harlan Partners III, L.P. Agent, in connection with the $335 million senior secured credit • Apax Partners in connection with the €123 million senior facilities and the $105 million second lien credit facility of Custom financing of its acquisition of Equalliance Building Products, the leading producer of mortar, sealant, grout, • A financial investor in relation to the high yield financing for backerboard, tools and associated products for the installation and the financing of the acquisition of Propertize, investments in care of ceramic tile and stone in the United States NPL portfolios in Spain,Hungary, Italy and Ireland and proposed • Goldman Sachs in connection with the €605 million 1st/2nd lien acquisitions of a care homes business, curtain wall group and of the public tender offer by Advent of 100% of the share capital of financial services business the Dutch listed company Unit4 • Helios Funds in relation to the financing of its acquisition of • A leading private equity firm in connection with a unitranche LDC’s fertilizers and seeds business in Africa facility for one of its portfolio companies with operations in several • VGO in relation to investments in UK care homes, Spanish Europeans countries commercial property and shipping assets • A debt investor on the establishment of a concept for • BC Partners in relation to its TLB and high yield financing for commoditised unitranche lending and investment in Central the acquisition of the Springer Science+Business Media group, Europe its TLB and second lien refinancing for the Aenova Group and its • The sponsor on the financing of the buy-out of a European acquisition of the Pharmathen Group educational unitranche financing programme • Permira on its financings for the Valentino/Hugo Boss group, its financing of the Tilney/Bestinvest groups and its acquisition of Teraco

¹ Some transactions completed at prior firms.

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Our Credentials continued

CAPITAL MARKETS CORPORATE

• Vantiv on its inaugural issuance of $1.13 billion equivalent Senior • OMERS Private Equity on its acquisition of Lifeways Community Notes due 2025 in connection with the financing of its £8 billion Care, a UK supported living and residential care service provider, acquisition of Worldpay from August Equity • First Quantum Minerals in connection with the issuance of • GE Capital Real Estate on the sale of its asset manager and $1.1 billion 7.25% Senior Notes due 2023, $850 million 6.50% investment adviser operations and other interests in a Polish Senior Notes due 2024, $1.1 billion 7.50% Senior Notes due 2025 real estate fund to Valad Europe and $1 billion 6.875% Senior Notes due 2026 • Macquarie Capital on its principal investment in an Indian • EA Partners I in connection with its issuance of $700 million online travel company 6.875% Senior Notes due 2020 and the relating proceeds loans • BAE Systems on the reorganisation of its interests in various made to various airlines held by or affiliated with Etihad Airways industrial companies in the Kingdom of Saudi Arabia and an • JP Morgan and BNP Paribas on the issuance of in aggregate enhancement of its existing joint venture relationship with $1.72 billion of high yield notes in connection with Altice’s Riyadh Wings Aviation Academy LLC $9 billion acquisition of Cequel Suddenlink • A UK private equity fund on the acquisition of a UK professional • Goldman Sachs, UBS, and Societe Generale in services business from its existing shareholders connection with a €320 million 6.75% senior secured rate note • EQT VI on its acquisition of Bureau van Dijk Electronic Publishing issued by French company IKKS completed by a €40 million SSRCF from Charterhouse and certain other investors • Goldman Sachs, , BNP Paribas and Societe • The majority shareholders on the sale of a significant minority Generale as joint bookrunners on a €310 million Senior Secured interest in an international private equity platform to a US private Notes issued by Novacap and its entry into a €65 million SSRCF equity fund • Petra Diamonds in connection with the issuance of $650 million • PPF on its acquisition of O2’s business in the Czech Republic 7.25% Senior Secured Second Lien Notes due 2022 • CBRE Global Partners on its investment in various Australian • Goldman Sachs in respect of Novacap’s issuance of €95 million commercial property funds Senior Secured Floating Rate Notes due 2019 in connection with the • Phenna Group on its acquisition of an Irish testing and inspection bolt-on acquisition of Chemie Uetikon business from a corporate seller • Global Fashion Group, a portfolio company of Kinnevik and • Phenna Group on its acquisition of a UK testing and inspection Rocket Internet, and owner of the Eastern European LaModa business from management online fashion retailer on the private placement of €330 million • Phenna Group on the acquisition of Building Envelope of convertible preferred shares Technologies, an Irish and UK testing and inspection business, • Nomura, Morgan Stanley, BBVA, Deutsche Bank and HSBC in from management respect of the issuance by Grifols of $1 billion Senior Notes due 2022 • Phenna Group on the acquisition of Professional Soils Laboratory, in connection with the refinancing of bank and bond debt incurred a UK testing and inspection business, from management as part of the acquisition of the Novartis Diagnostics business • The management of Phenna Group on their management buy • GS Mezzanine Partners III, in connection with its purchase out of Hansen Aerospace, LLC and First Scottish Group from of $67 million of 11 3/4% Senior Discount Notes of AT Holdings Academy Association, Inc. Corporation, a designer, manufacturer and servicer of high • Cognovia Capital on its acquisition and subsequent sale of performance fuel flow devices and systems Clinipak Limited, a UK manufacturer and distributor of • Sankaty Advisors and GoldenTree Asset Management as Euro medical devices Note Purchasers in connection with the purchase of €110 million • Academy Association, Inc. on its acquisition of First Scottish principal amount of Senior Secured Floating Rate Notes of Almatis Group, a leading independent professional search firm in Scotland, Holdings 9 B.V. from Souter Investments and management • Highbridge with the acquisition of PIK toggle notes of Unilabs • Blackstone Tactical Opportunities Fund on its investment in the • Bormioli Rocco Holdings S.A. in connection with its issuance leading CEE gaming business, Superbet of €250 million 10% Senior Secured Notes due 2018 to refinance • Terra Firma on its attempted take private of IWG group, one of the the bridge facility entered into by Vision Capital in connection with leading global serviced office businesses its acquisition of a portfolio of investments from Banco Popolare • CVC Capital Partners on its $703m acquisition of Teva Pharmaceutical Industries’ international women’s health assets

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Our Credentials continued

ENERGY AND INFRASTRUCTURE REAL ESTATE

• Ashmore Group in relation to the JV arrangements for a hospital • Guardian Managers Luxembourg acting for SICAV GRIFIII and clinic development in the UAE Investment Fund on its purchase of a Milan residential property • The consortium in relation to their bid for the second largest from BNP Paribas Real Estate Investment Management electricity distribution network in Sweden • CMBS/Standard & Poor’s in connection with a €1.6bn • Al Rajhi Holding Group and Infrastrutture Wireless Italiane securitisation of a first mortgage loan originated by Lehman S.P.A. in relation to their bid for the acquisition and project Brothers and secured on “Coeur Defense” located in La Defense financing of a telecom towers portfolio in Saudi Arabia business district in Paris • Westpac Banking Corporation in relation to a EUR 75m equity • Merrill Lynch International as MLA in connection with the €647m bridge loan for an infrastructure investment fund financing of the acquisition of more than 24 private clinics (Vitalia) • The Abu Dhabi Education Council in relation to Mubadala’s in France by Blackstone Group International. This transaction refinancing of its US$1bn Zayed University PPP combined Leverage Finance and Real Estate Finance techniques • Helios Towers Africa in relation to its high-yield bond issuance, • Merrill Lynch International and other MLAs in relation to the super senior RCF facility and intercreditor arrangements €539.5m financing of the acquisition of 46 hotels in France, Italy • 3i Infrastructure in relation to its treasury and group financing and Belgium by Blackstone Group International Limited arrangements • VTB Bank (Europe) SE on its financing to Assobello S.r.l. secured by • Techem in relation to its bank/bond refinancing and repricing various properties in Italy transactions • US real estate funds on their European investments • Academy Association, Inc. on its acquisition of IntraLan • Significant UK data center investments for more than 6 years Group, a UK IT and telecommunications solution provider, from • £900m real estate portfolio on associated financing and group management restructuring • VGO in relation to investments in UK care homes, Spanish • London based bank on multiple transactions throughout Europe, commercial property and shipping assets the Middle East and the United States • Mid Europa Partners LLP, a Hungarian based private equity firm • Distressed European real estate deals for buyers of senior debt in connection with the financing related to its acquisition of 100% at discounts to face value with a view to enforcement and potential of Baltic mobile operator Bitė Group AS from Danish company TDC possession of assets A/S for €455 million • Major developer investors on joint venture arrangements in • Helios Towers Africa in connection with the issuance of $250 Frankfurt, and other significant joint venture equity arrangements million 8.375% Guaranteed Notes due 2019 • Middle Eastern investors in market-leading London real estate • Senior steering committee in connection with the restructuring deals of €800 million debt owed by Deutsch, a specialist manufacturer of • 14UK healthcare sector specialists on significant and leading electrical connectors and fiber optic connectors transactions • The lenders in relation to the financing of an extension to a wastewater treatment plant in Croatia • The incoming finance parties in the €200 million refinancing of Zagreb airport in the Republic of Croatia, which involved several DFIs and a consortium of leading construction companies as sponsors

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Our Credentials continued

REGULATORY RESTRUCTURING

• Goldman Sachs on mandatory clearing under EMIR and Dodd-Frank • Vision Capital in connection with the £220 million financial and operational set-up. restructuring of its subsidiary, BrightHouse • Credit Suisse on the Volcker Rule and relevant exemptions for non- • Certain mezzanine lenders to KCA DeutagOil Services US banks. Group,including funds managed by BlackRock Financial • Several US and UK investment managers on the impacts of AIFMD Management,Inc., EIG Management Company, LLC and on their set-up, capital raising and operations GoldenTree Asset Management LP, in connection with KCA’s • Banor Capital on its UK real estate fund formation under AIFMD, financial restructuring FUND and COLL • Anchorage in connection with the restructuring of €275 million • Several US and UK investment managers on EMIR and their debt (High yield) owed by Ideal Standard trading and risk management activities • Senior steering committee in connection with the restructuring • Several US and UK investment managers on the impact of of €1.4 billion debt owed by Saur, France’s third-largest private risk retention rules under CRR on their origination business and water company structured finance portfolios • Calyon as agent and the senior lenders in connection with the • VTB Capital plc and its affiliates on all aspects of AIFMD in restructuring of Senoble Group connection with the fund formation, set-up and operation of their • Vestas in relation to the restructuring of its bank facilities, bonding private equity and investment management business facilities and export agency arrangements • VTB Capital plc and its affiliates in connection with the • OC Oerlikon in relation to the restructuring of its financing facilities implementation of MiFID 2 within the VTB Group, in particular, and restructuring of its capital structure on trade and transaction reporting, terms of business, product • Valentino/Hugo Boss on the amendment of their financing facilities governance, best execution and conflicts • Mediterranean Shipping Company on their liquidity facilities • VTB Capital plc and its affiliates in connection with the • The banks in the refinancing of KarstadtQuelle implementation of EMIR within the VTB Group, in particular, • Senior steering committee in connection with the restructuring on mandatory clearing, reporting and margin requirements for of €800 million debt owed by Deutsch, a specialist manufacturer uncleared derivatives of electrical connectors and fiber optic connectors • VTB Capital plc and its affiliates on CRR and CRD IV, including credit • Steering committee in connection with the restructuring of risk mitigation techniques, large exposures, liquidity, counterparty €2.1 billion of debt owed by Lafarge Roofing risk and risk retention rules • Apax Partners in connection with the restructuring of €55 million • VTB Capital plc on its first issuance of AT1 instruments under CRR of debt owed by one of its portfolio entities, one of the leaders in and Pillar 2 investment real estate whilst such entity was subject to French • VTB Capital plc and its affiliates on FSMA, FCA and PRA rules pre-insolvency proceedings (including COBS, CASS, PROD, MAR and DTR), financial promotion, • Duke Street Capital in connection with the restructuring of transparency obligations, insider dealing and market abuse €33 million of debt owed by one of its portfolio entities, one of • VTB Capital plc and its affiliates on structuring and compliance the leaders in posters for pedestrians whilst such entity was with PDII, Prospectus Regulation (PDIII), PRIIPs and Securitisation subject to French pre-insolvency proceedings Regulation • Gulf Keystone Petroleum on its balance sheet restructuring • VTB Capital plc on its proposed registration as swap dealer with the by way of scheme of arrangement CFTC under Dodd-Frank • VTB Capital plc and its affiliates in respect of major sanctions programs (sectoral and SDN) in the US, UK and the EU, including Ukraine/Russia, Venezuela and Iran-related sanctions

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Our Credentials continued

WHITE COLLAR/INVESTIGATIONS

• A global fixed income specialist firm in a CFTC investigation • A leading Euronext-listed construction company in an investigation regarding alleged corruption • A Finnish engineering company in an internal investigation involving bribery issues in the U.S. and Finland • A Finnish multinational communications and information technology company in an internal investigation involving revenue recognition issues in China • An UHNWI in a banking related fraud and associated recovery of funds • A UK government department/agency in an internal investigation involving potential fraud and financial misappropriation of funds • Designing and implementing an enhanced anti-corruption compliance program for a major corporation with operations in Africa, including internal controls enhancements and training • An American conglomerate focused on natural resources & chemicals, media & telecommunications and real estate industries, on dawn raids, anti-bribery, anti-corruption, sanctions and corporate governance compliance, due diligence, IT security and related training • A major French bank and one of the world’s largest ferry operators, on the U.S., European and UK Ukraine-related sanctions programs, together with practical guidance on sanctions compliance • A diversified multinational mass media and entertainment conglomerate and a Fortune 500 healthcare services company on compliance due diligence and negotiating compliance representations in their Russian and U.S. M&A transactions • An international oil & gas offshore E&P company, a global aerospace & defence corporation, a worldwide insurance & reinsurance company, a UK gas & electricity network operator, several UK food retailers and manufacturers and a multinational construction equipment manufacturer on the review and enhancement of their codes of conduct, anti-bribery & anti-corruption, anti-money laundering, anti-facilitation of tax evasion, know your supplier and sanctions compliance policies, as well as related training • Regulatory risk assessments of an oil & gas PE firm’s portfolio investment companies, compliance due diligence and negotiating compliance representations in their European M&A transactions

MAY 2021 18 70 Pall Mall, St James’s, London SW1Y 5ES T: +44 (0) 207 856 2525 E: [email protected]