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  • The partial privatization of Airports Company South Africa (ACSA), a company operating nine airports, is completed. The Government of South Africa sold 20% of the issued share capital of ACSA to a consortium led by the Italian Aeroporti di Roma. The consortium also received an option to buy an additional 10%of the issued share capital. The Government intends to sell 10% of the capital to disadvantaged South Africans and 9% to ACSA employees and management. US firm White & Case advised the South African Ministry of Transport. Johannesburg-based partner Darryl Deaktor led the team. Also involved were partners Ron Goodman and John Janks, in Johannesburg, and David Eisenberg in London.
  • UK firm Norton Rose is ending its association in Hong Kong with local firm Johnson Stokes & Master, with effect from March 31 1999. From this date a clause in the 1976 association agreement will prevent Norton Rose from carrying on a legal practice in Hong Kong for three years. Roger Birkby, Norton Rose managing partner, says: "We have grown more international and we have to work for our clients wherever in the world they want us to. This proved difficult in Hong Kong, because the terms of the association did not allow us to work in areas such as project finance or asset finance." Norton Rose in Hong Kong provides primarily corporate finance, banking and marine litigation services. According to Birkby, several attempts to re-negotiate the terms of the association failed.
  • The Electronic Commerce Policy Committee has made recommendations for a national electronic commerce framework, to attract foreign and local companies to base electronic commerce hub activities in Singapore. Among its recommendations is the enactment of a proposed Electronic Transactions Bill, to provide the legal framework to address issues posed by electronic transactions and electronic commerce, such as:
  • Diageo, the world's largest drinks business, is selling drinks brands Bombay gin and Dewar's scotch whisky to Bacardi, at a price thought to be over £1.1 billion (US $1.8 billion). The sale was required by US regulators in order to allow the proposed merger of Guinness and Grand Metropolitan to go ahead. Goldman Sachs entered into a US$2.6 billion multicurrency agreement with Bacardi, consisting of three series of term loans to finance the acquisitions and one series of term loans to refinance the company's existing debt. Frank Aquila and Neil Anderson, M&A partners at Sullivan & Cromwell's New York office, are advising Diageo.
  • US firms Skadden, Arps, Slate, Meagher and Flom, and Shearman & Sterling have scooped the worlds's largest deal: the merger between Travelers Group and Citicorp, estimated at $166 billion. The merger announcement was expected to speed up plans for reform of US banking law, which prohibits bank holding companies from involvement in insurance business. Shearman & Sterling is representing Citicorp. Senior partner Stephen Volk and corporate specialist David Heleniak are leading the team.
  • The Law Society of Singapore is lobbying the government to allow law firms to change their partnerships into private companies. Creating private companies would give partners limited liability and the society believes it would encourage more aggressive marketing strategies. The move is also being seen as a step to make domestic law firms compete more effectively with foreign law firms. The Law Society believes foreign firms in Singapore have greater resources and pools of talent than local firms. Limited liability for partners of firms would make mergers of law firms less risky for those involved.
  • The International Primary Market Association (IPMA) is set to introduce a standard form of pricing supplement for its investment bank members despite the opposition of some legal practitioners. The standard form pricing supplement for use on Eurobond issues done under Medium Term Note (MTN) programmes, now the most common method of issuance, has taken a year to evolve given the lengthy consultation process with law firms as well as banks and the clearing agencies. "Having a standard form for plain vanilla issues is a major contribution to the market and we have put enough flexibility into the document so that it may be used on any programme," says Cliff Dammers, secretary general of the IPMA. The three big law firms in the Euro MTN market - Linklaters & Paines, Allen & Overy and Clifford Chance - were all asked to make submissions on the draft. Some lawyers in those firm argue that MTNs are by their nature not suitable for standardization. "It is not a market which lends itself to standardization," says David Dunnigan, partner in the London office of Clifford Chance. "Each programme tends to be crafted to the particular requirements of the borrower." Michael Voisin a partner at Linklaters & Paines in London agrees and argues that it will necessitate issuers changing the terms and conditions written into their programmes.
  • The Czech parliament is expected to pass a package of reforms aimed at lessening investment funds' influence over domestic companies. While the measures have yet to be adopted, the threat of action has been enough to spark the beginning of strategic sell-offs of Czech companies by fund-holders. The proposed legislation will reduce the maximum stake in a company that an investment fund can hold from 20% to 11%. It will also force closed-end funds to open if they are trading at a discount of more than 40%, to be reduced to a 20% limit by the year 2000.
  • The exodus of project finance lawyers from Chadbourne & Parke continues. Ian Johnson, a UK project finance lawyer in the firm's Singapore office, will join US firm Orrick, Herrington & Sutcliffe at the beginning of May. He is the third project finance lawyer to leave Chadbourne in the last six months. Johnson will initially work from Orrick's Singapore office but will relocate to London by early 1999. He will head the UK office with Orrick's present New York managing partner Michael Voldstad. In September, US partner Peter Cleary left Chadbourne's Hong Kong office for UK firm Freshfields. And at the end of last year Martin Stewart-Smith joined UK firm Cameron McKenna. Johnson's departure leaves the US firm with no UK partners. A spokesman for Chadbourne denies the project finance department is in turmoil, but head of department, Rigdon Boykin, has been replaced by Chaim Wachsberger.
  • Howard Trust, General Counsel, The Barclays Group, talks to Diana Bentley