Patrick Sarch

Partner, London

Biography

“Patrick Sarch … offers deep expertise of M&A and issues governed by the Takeover Code. Sources say: ‘His technical understanding of corporate governance is unlike any other,’ adding that ‘he has very good client skills and real gravitas.’”
Chambers UK Corporate/M&A 2019

Overview

Patrick is co-head of both the Firm's Financial Institutions Global Industry Group and the Corporate practice in London. As a senior corporate partner, Patrick is valued by his wide range of clients for providing commercial, pragmatic and sound business advice. He is widely viewed as a trusted adviser to the boards of many UK and international listed companies and investors.

Patrick has almost 25 years' experience advising clients on corporate finance, domestic and cross-border public company M&A (with extensive expertise in competitive and hostile situations), innovative structuring, the Takeover Code, disclosure issues, securities law and the Listing Rules as well as secondary issues and capital restructuring. In recent years, he has developed a strong “activism” practice, advising both companies and activist shareholders on strategic, governance and M&A-related campaigns and disputes. He has a very broad base of skills – e.g., he also advises on corporate aspects of investigations and crisis management.

Patrick has a particular focus on Financial Services but is also active in a number of other sectors including Retail, Technology and Telecoms. He has advised on a number of global and UK “firsts” and record breaking deals. Patrick is a member of the City of London Law Society Company Law Committee and interacts regularly with relevant market regulators and trade bodies.

Patrick is a sought after and regular speaker at client, media and industry events and is a recognised expert on takeover strategy, tactics and regulation, M&A and corporate financing trends as well as market abuse and disclosure issues. He has presented to most of the world's leading financial institutions, lots of major companies and many key regulators, including the Bank of England and Prudential Regulation Authority and the China Banking Regulatory Commission.

Bars and Courts
Solicitor of England and Wales
Education
LPC
College of Law
Post Graduate Diploma in Law
Holborn College
BSc (Hons)
City University

Cass Business School

Languages
English

Experience

Active shareholder engagement
Various companies and key investors on a broad range of "activist" matters, including campaigns to remove and appoint directors, change or review strategy, engage or refrain from engaging in M&A and return of capital transactions.

OakNorth investment
Patrick advised the SoftBank Vision Fund on its investment in British unicorn OakNorth, in the largest-ever European fintech fundraising, valuing the company at around US$2.8 billion.

Echostar Corporation
Patrick advised U.S. satellite group EchoStar on its proposed and unsolicited US$3.2 billion takeover offer for Inmarsat, the UK-based, FTSE 250 satellite operator.

CityFibre Infrastructure Holdings plc
Patrick led the team advising Goldman Sachs Infrastructure Partners and Antin Infrastructure Partners on their £537 million acquisition of CityFibre Infrastructure Holdings plc by way of a scheme of arrangement. Cityfibre is the UK's largest alternative provider of wholesale fibre network infrastructure.

Eir
Patrick advised Anchorage Capital Group LLC, GIC and Davidson Kempner in the sale of their interests in Eir, the principal provider of fixed-line and mobile telecoms services in Ireland, to Toohil Telecom Holdings Limited (a company controlled by NJJ) for an enterprise value of €3.5 billion.

Co-operative Bank
Patrick advised the Board of the Co-operative Bank on its formal sale process and successful capital restructuring and change of control, including £250 million of new investment and £450 million capitalisation of T2 bonds.

J Sainsbury PLC
Patrick led the team advising J Sainsbury PLC on its successful £1.4 billion contested takeover of Home Retail Group PLC, achieved by means of an innovative structure involving the first "reduction" scheme of arrangement since recent legal changes, the distribution of demerger proceeds from the sale of Homebase and mandatory transfer of shares, as well as the related £1.1 billion financing arrangements for the transaction. This transaction was also the first "put up or shut up" auction process in the UK.

AB Inbev
Patrick advised the key shareholders of AB Inbev on the complex and innovative structuring to facilitate its US$105 billion acquisition of SAB Miller, the largest M&A deal in recent history, and advised AB Inbev on its US$75 billion financing of the deal, the largest ever M&A financing.

Barclays
Patrick has advised Barclays on a number of notable transactions over several years, including its £6 billion rights issue, its US$13.5 billion sale of BGI to BlackRock, following its proposal to sell iShares to CVC for US$4.4 billion and on its acquisition of Lehman Brothers North American investment banking and capital markets operations including US$68 billion of assets.

Gtech
Patrick advised Gtech S.p.A. on its US$7.6 billion cross-border merger with International Game Technology, lnc to form IGT PLC, the first M&A transaction implemented by a cross-border merger mechanism in the UK which created an international group with a unique US-listed, UK incorporated structure.

EADS
Representation of EADS on its proposed €38 billion merger with BAE Systems.

LCH Clearnet
Patrick has advised the LCH.Clearnet Group on its formation and a number of transactions since, including the ground-breaking offer by the London Stock Exchange for a 60 percent stake, valuing LCH at €813 million, and simultaneous €320 million capital raise.

Kraft Foods
Patrick advised Kraft Foods on its controversial, unsolicited £11.9 billion takeover of Cadbury, a transaction which rewrote the rulebook for takeover transactions in the UK.

CVC
Representation of CVC and Apollo on their £888 million MBO of Brit Insurance − the first shared jurisdiction takeover in the UK.

Co-operative Bank
Representation of the Co-operative Bank on its £400 million placing and open offer.

Serco Group
Patrick has advised Serco Group PLC on its £160 million cashbox placing and £555 million rescue rights issue and refinancing including new £480 million facilities.
 

Speaking Engagements

Patrick is a sought after and regular speaker at client, media and industry events and is a recognised expert on takeover strategy, tactics and regulation, M&A and corporate financing trends as well as market abuse and disclosure issues.

 

Publications

United Kingdom chapter, The International Comparative Legal Guide to: Mergers & Acquisitions

Trends in UK Public M&A 2018, LexisNexis Market Tracker Trend Report