Bird & Bird and Paul Weiss have just completed assisting BT's in-house legal team in the unwind of Concert, BT's international joint venture with AT&T. The transaction was highly complex. It involved breaking up a joint venture with assets and businesses in most of the world's major jurisdictions, amounting to billions of dollars of revenue and contracts with the parent companies' most significant customers.
A unique feature of the deal was the need to maintain the operational effectiveness of all underlying networks and continuity in the provision of services to customers whilst achieving the commercial objectives of both BT and AT&T. The BT legal team was led by Tim Cowen. The corporate and commercial aspects were co-ordinated by David Eveleigh of BT's Legal Group and the anti-trust aspects were co-ordinated by Gordon Moir of BT Ignite Legal.
The joint in house and external team worked on a multi-jurisdictional basis spanning over 50 countries affected by the unwind. This was necessary to ensure that all Concert's businesses, customers, networks and systems were transferred in a seamless manner, while also ensuring that the ongoing commercial agreements between the parents were in place. These arrangements and all regulatory and anti-trust filings were made by the agreed closing date of 1 April 2002.
Prior to, and since, the October 2001 announcement to unwind Concert, Bird & Bird, Paul Weiss and BT's in-house legal team worked on the corporate, tax and employment aspects of the unwind. Bird & Bird and BT addressed the commercial and real estate aspects. BT's in-house legal team worked with Hogan Hartson and Jones Day on the regulatory and anti-trust aspects.
Commenting on the scale of the work, Tim Cowen, General Counsel BT Ignite, BT's international business said:
"We needed firms of Bird & Bird's and Paul Weiss's capability, knowledge and experience to assist us in delivering a task of this size and complexity within the aggressive timeframe. It is perhaps not widely known that we were negotiating this deal during the course of last Summer and Autumn leading to announcement on October 14th. We set a demanding target to complete the deal by April 1. To obtain all of the anti-trust and regulatory clearances and to achieve closure of the transaction within 6 months was extremely impressive. As well as being the obvious choice from their knowledge of the relevant law affecting the telecommunications/communications business, Bird & Bird and Paul Weiss are very good on this type of multi-jurisdictional corporate deal and have shown how well they work together. Bird & Bird have been close to us as a legal and regulatory function within BT, having been one of our key advisors for almost a decade. Paul Weiss provided added value throughout the deal particularly on the US corporate and tax side. We are once again very pleased with the support from both firms. The teams they fielded were focused and knowledgeable and both firms are delightful to deal with."
Commenting on the deal, David Kerr, Bird & Bird chief executive, said:
"BT fielded a strong in house team. Led by Tim Cowen, at the forefront were David Eveleigh, John Ward, Graham Clegg, Geoffrey Beedham, Gordon Moir, Martin Read and Sandra Skyers. With David Ayers and Richard Ward leading our team, this really was in the safest of hands. Transactions of this nature and complexity are what we are well set up to do. We were delighted to be involved."
Toby Myerson of Paul Weiss said: "We have had the good fortune to have worked with BT on a number of its important cross-border transactions since 1997. This one was a major challenge for all concerned and we are glad to have worked with an outstanding team to complete it."
For more information, please contact David Ayers on +44 (0) 20 7415 6000 or Larry Cattle, Director of Marketing, on +44 (0) 20 7415 6156.