Reed Smith, Shoosmiths lead on Concord’s £1.1bn Hipgnosis takeover

DLA Piper and Latham also called in for deal to save embattled song fund

Reed Smith, Shoosmiths and Latham & Watkins are among a raft of law firms advising on Nashville-based independent music company Concord’s £1.1bn takeover of British music royalties investment fund Hipgnosis.

News of the acquisition follows months of turmoil at Hipgnosis, which owns the rights to songs by artists from Neil Young to Beyoncé, following a shareholder revolt last October that meant the company potentially faced being wound up.  

Reed Smith is acting as UK legal advisor to Concord on the matter, with DLA Piper counselling on the finance aspects of the deal and Latham & Watkins acting for Concord’s financial backer Apollo Global Management. Shoosmiths is acting as UK legal advisor to Hipgnosis.  

Meantime Mourant Ozannes is acting as Guernsey legal adviser to Concord and Carey Olsen is retained as Guernsey legal adviser to Hipgnosis.

Hipgnosis listed in London in 2018 and offered investors a steady income of royalties from streaming and performances, but faltering valuations amid high interest rates pressured the group, Reuters reported.  

Last October Hipgnosis’s shareholders voted against a $440m sale of the company’s music catalogues and against continuing the business as an investment trust.  

The revolt, which also saw investors oust company chair Andrew Sutch, followed Hipgnosis scrapping plans to pay a dividend after slashing the amount it expected to receive from royalty payments. Around the same time Andrew Wilkinson and Paul Burger also resigned as non-executive directors of the group.

Shortly after Hipgnosis launched a strategic review to assess its options, with the potential it could be wound up after six months if it failed to rebuild its board and find alternative business plans, giving it a looming April deadline.  

The Concord deal offers Hipgnosis shareholders a 32% premium to Thursday’s price of $1.16 a share. Hipgnosis investors have responded positively to the offer, with shares soaring more than 30% to 92.5p on news of the deal.  

The Reed Smith team acting for Concord included entertainment and media group co-chair Stephen Sessa, corporate partners Mike Young and Delphine Currie and entertainment and media partner Josh Love.

The DLA Piper team included London-based international finance partner Mark Dwyer and partner and entertainment finance co-chair Rob Sherman, who works out of Los Angeles.  

Latham’s cross-border corporate team was led by London partner Doug Abernethy, New York counsel Julian Azran and New York partners Michael Anastasio, Rick Press and Paul Kukish. Advice on UK antitrust matters was provided by London partner David Little; on US antitrust matters by Century City partner Makan Delrahim, New York partner Katherine Rocco and Washington DC partner Patrick English; and on tax matters by London partner Helen Lethaby and Silicon Valley partner Katharine Moir.  

Meantime Shoosmith’s team was led by ECM partner Nick McCarthy and corporate partner Andrew Millar, who are based in London and Manchester respectively.  

News of the acquisition comes amid a surge in global M&A after dealmaking slumped to a 10-year low in 2023. Global M&A volumes jumped 38% in the first quarter compared to the same period last year to nearly $800bn, according to LSEG, though deals are taking longer to complete amid increased regulatory scrutiny.

Latham placed sixth in the global M&A legal advisor rankings by deal value in the opening three months of the year, working on 129 deals worth $84.9bn. The firm finished the same period in 2023 in 10th place, rising to second place in the year’s rankings behind Kirkland & Ellis. Reed Smith, Shoosmiths and DLA Piper were not among the top 25 firms included in the rankings.     

Email your news and story ideas to: [email protected]