Linklaters and HSF advise on Hammerson’s £3bn bid for rival Intu

Herbert Smith Freehills (HSF) has advised longstanding client Hammerson on its $3.4bn purchase of shopping centre giant Intu.

Hammerson was represented in the transaction by corporate partners Alex Kay and Caroline Rae, while consultant David Paterson supported the pair on M&A matters. Partner Susan Black handled antitrust issues.

Linklaters took the lead for Intu, with partners William Buckley and Iain Wagstaff representing the company. They were supported by managing associate Jade Chu.

Travers Smith partner Anthony Foster advised Peel Group, one of the main shareholders in Intu. It will hold 15 per cent of capital once the deal is completed, along with Cheeseden Investments.

Intu has been through a variety of different guises over the past three decades – it was firstly known as Liberty International, then Capital Shopping Centres before becoming Intu in 2013.

Peel became an investor in Capital Shopping Centres in 2011 when its development – the Manchester Trafford Centre – was sold to the company for £1.6bn. Capital Shopping was renamed Intu two years later.

Intu now owns over 20 shopping centres in the UK, as well as a number in Spain. Hammerson too owns shopping centres, such as Birmingham’s Bullring, as well as retail parks and premium outlets like Bicester Village.

The acquisition will bring together a £21bn pan-European property portfolio, although disposals are expected totalling around £2bn.

Background to the deal

Hammerson has become one of HSF’s prized real estate clients after seeking advice from various firms over a decade ago, such as legacy Nabarro and Berwin Leighton Paisner.

Last year, HSF partner Don Rowlands advised Hammerson on its sale of a 50 per cent stake in the Grand Central shopping centre in Birmingham and formation of a 50/50 joint venture with the Canada Pension Plan Invest­ment Board.

The year before, Rowlands also worked alongside corporate partner Alex Kay on Hammerson’s deal with joint venture partner Allianz Real Estate to acquire NAMA’s Project Jewel loan portfolio. The portfolio was valued at €1.85bn (£1.43bn) and was anchored by Ireland’s largest shopping centre, the 1.5 million sq ft Dundrum Town Centre.

The target Intu is also a longstanding client of Linklaters, the firm’s relationship stretching back to the 1980s when ex-partner Robert Finch was chairman of Liberty International. Wagstaff and Buckley took on the mandates from 2003 and advised the company in 2011 when it bought Trafford Centre. They also represented it on its defence from an offer by Simon Property Group, which was launched at the same as the Trafford Centre deal.

Intu’s legal team is led by former Freshfields Bruckhaus Deringer lawyer Hugh Ford, while Hammerson’s general counsel is Sarah Booth.

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