The Legal Elite: Trio tops a tight M&A race

MERGERS and Acquisitions was the most keenly contested category in the Legal Elite 2003 survey.

Six lawyers attracted substantial support from across the industry and, at the end of counting, they were separated by only a handful of nominations

The three joint winners include two prominent people in the field – Neil Fearis, a partner at West Perth firm Fearis Salter Power Shervington, and Mark Paganin, a partner with national firm Clayton Utz.

The surprise package was the third winner – Freehills senior associate Gayle McGarry, who edged out her boss Rob Franklyn.

If industry support is any guide, Ms McGarry should be able to look forward to being a partner at Freehills in the not-too-distant future.

Mr Fearis has 23 years’ experience as a commercial lawyer in London, Sydney and Perth.

He first came to Perth in 1988 with Blake Dawson Waldron after it acquired mining law firm Collison & Hunt (whose partners included Michael Hunt, winner of the Mining category).

Mr Fearis set up Blake’s corporate practice in Perth and quickly became a leading player in the field.

“We were fairly aggressive, being the new boys on the block,” Mr Fearis said.

“Because we were small and quite hungry, we got a foothold in the Perth market when a lot of the large firms were suffering because of the recession.”

In early 1999 Mr Fearis left St Georges Terrace for leafy West Perth to join the then-named Salter Power Shervington.

Judging by the crowded offices at Fearis Salter Power Shervington, his current firm is doing well.

Mr Fearis said that, while capital raisings were quiet, the M&A side of the business side was busy.

“We have three to four sizeable transactions on the books at the moment,” he said.

Current work includes advising Aquila Resources on its stoush with Pasminco’s administrators and Sydney-based fund manager Hunter Hall on its complaint to the Takeover Panel in respect of Cephalon’s bid for Sirtex Medical.

The firm is also advising Abelle on its takeover defence against Harmony Gold, and last year advised Abelle on its acquisition of Aurora Gold.

Mr Fearis cites the latter transaction, in which Aurora engaged Freehills as its legal adviser, to support his contention that small firms can mix it with the big boys.

“There is something of a perception problem,” he said.

“It is more of a perception about capacity than competence, and to some extent that is justified.”

But on the critical issue of competence, Mr Fearis maintains that his current firm – whose five partners all have big firm experience – is equal to the task.

As well as his ongoing legal work, Mr Fearis has three board positions – at Kresta Holdings, Carnarvon Petroleum and Capital Growth Corp – but has no intention of becoming a professional director.  He maintains a strict separation between board positions and advisory work.

“I never do legal work for companies on whose board I sit. It is impossible to provide disinterested, objective advice when you sit on the board,” Mr Fearis said.

Two years ago, Mr Fearis could have been forced to give up both his legal work and his board positions.

He stood for Liberal Party pre-selection for the safe seat of Nedlands, after former Premier Richard Court retired from politics.

Mr Fearis clearly is not in a hurry to move into politics, but is keeping his options open.

“If a similar opportunity came up, I might be interested,” he said.

Mr Paganin has 16 years’ legal experience, including nine as a partner at Clayton Utz, where he heads the Perth office’s corporate and commercial group.

He had a two-year break from Clayton Utz in 1997 and 1998, when he completed an executive management program at Harvard Business School and then joined corporate advisory firm Poynton & Partners as an executive director.

Mr Paganin has been advising on M&A transactions since 1995, when he advised Gascoyne Gold on competing takeover bids from NYSE-listed Coeur d’Alene and Perth-based Sons of Gwalia.

More recent transactions include advising Tap Oil in its bid for Arc Energy, Nautronix on three successive takeover bids during 2002, Home Building Society on its demutualisation and listing on the ASX, and Ranger Minerals on its merger with Perilya.

Ms McGarry joined Freehills as an articled clerk in February 1995 and has worked in the M&A area since September 1995.

Like Mr Paganin, she has appreciated being in a large firm, as it allowed her to learn from the technical skills and broad commercial knowledge of other experienced lawyers.

She nominated Freehills partners Rob Franklyn, Peter Mansell and Bruno Camarri as being instrumental in her professional development.

Since joining Freehills, Ms McGarry has worked on an impressive list of transactions.

Examples include ERG’s capital reconstruction, Ranger Minerals’ $80 million sale of its Ghanaian mining operations, work with PacMin Mining Corporation on a takeover offer from Sons of Gwalia, Bristile’s $150 million purchase of Pioneer’s brick and tile operations and United Group’s $130 million acquisition of Goninan.