Herbert Smith and Stibbe are advising MW TOPS Limited, a Guernsey incorporated single-manager hedge fund, on its proposed listing on Euronext Amsterdam which will raise up to €1.5 billion. MW TOPS will invest in listed European equities using Marshall Wace's TOPS investment process.
This is expected to be the largest ever IPO of a closed-ended investment company. The transaction is due to close by the end of the year.
MW TOPS will be managed by Marshall Wace LLP, a top ten UK hedge fund manager with assets under management of €5.9 billion. The launch of MW TOPS follows that of Boussard & Gavaudan Holding Limited on which Herbert Smith and Stibbe also jointly advised. This was the first Euronext listed single-manager hedge fund, raising €440 million last month, and is managed by Boussard & Gavaudan.
The Herbert Smith team was led by Nigel Farr, head of the investment funds practice, and corporate partner Greg Mulley. They were assisted by associates Tim West, Adam Strauss, Nicola Wakefield, Lyndon Badham and Will Normand and trainees Daniel Maine and Simon Heatley. US securities advice was provided by Alex Bafi, assisted by Erik Morris. The Stibbe team was led by Derk Lemstra, assisted by Lars Groenewoud, Rogier Raas, Max Vermeij and Jeroen Smits.
Nigel Farr commented:
"We are delighted to be advising on the launch of the world's largest listed closed-ended hedge fund. The transaction further demonstrates the success of the firm in breaking into the hedge fund and fund of hedge funds market, having also advised this year on initial fundraisings by Boussard & Gavaudan Holding and CMA Global Hedge PCC and further fundraisings for funds managed by HSBC Republic Investments, Fauchier Partners, Thames River and International Asset Management Limited.
The success of this transaction highlights our strength in combined funds and capital markets expertise and the benefits of an integrated team, which again included our Stibbe Alliance colleagues."
Derk Lemstra added:
“Our involvement in this transaction and in other recent fund IPOs on Euronext Amsterdam has added to the success of the Alliance’s international ECM team.”
Deutsche Bank, Merrill Lynch and UBS are acting as joint co-ordinators and bookrunners.
Carey Olsen (Graham Hall and Annette Alexander) were Guernsey counsel for MW TOPS Limited.
Marshall Wace LLP is being advised by Simmons & Simmons. Allen & Overy is advising the banks.
Notes to editors
1. Herbert Smith has advised on numerous launches of closed ended funds with a significant emphasis on offshore funds. Recent experience includes:
- Boussard & Gavaudan, IPO of Euronext Amsterdam listed Guernsey single manager hedge fund
- Absolute Return Trust, IPO of London and CISX listed Guernsey fund of hedge funds and secondary fund raising by way of C Shares
- CMA Global Hedge, IPO of a Guernsey hedge fund listed on the London Stock Exchange
- Close Allblue, IPO of AIM listed Guernsey fund of hedge funds
- Carador, IPO of fund investing in CDOs
- Secondary fundraisings for funds of hedge funds managed by HSBC Republic Investments and Thames River
- Secondary fundraising for Bear Stearns Private Equity, a London listed Guernsey fund of private equity funds
- Nufcor Uranium, IPO of AIM listed Guernsey fund offering investment exposure to uranium
- Kenmore European Industrial Fund, IPO of London listed Guernsey property fund
- Currently acting on IPOs of a timber fund, other funds of funds and European property funds
2. Herbert Smith LLP is an international legal practice with 1100 lawyers (including over 200 partners) and a network of offices in Europe and Asia. It has a formal alliance with leading German firm Gleiss Lutz and leading Dutch and Belgian firm Stibbe. On 1 April 2005 Herbert Smith became Herbert Smith LLP, a limited liability partnership. www.herbertsmith.com
3. Stibbe is a full-service commercial law firm with offices in Amsterdam, Brussels, London and New York. Its Amsterdam and Brussels offices both offer the full range of legal services. In addition, the Amsterdam office has a notarial practice. Its offices in London and New York are staffed by a team of partners and associates who practice Dutch law and support clients and transactions in those markets.
4. Herbert Smith, Gleiss Lutz and Stibbe are three independent firms that have a formal alliance assisting them in delivering cross border services to their respective clients
5. For further information please contact Nigel Farr on +44 20 7466 2232, Greg Mulley on +44 20 7466 2771, Derk Lemstra on +44 207 466 6301, or Alex Charlwood, media and communications manager, on +44 20 7466 3917 or alex.charlwood@herbertsmith.com