Graham Iversen

• Advised on a large number and range of corporate transactions including the following representative transactions:
• Advised the then GlaxoWellcome group on its £114 billion merger with SmithKline to form GlaxoSmithKline, at that time the UK’s largest corporate merger.°
• Advised Her Majesty’s Treasury on a number of actions taken to preserve the stability of the UK banking sector during the 2007-2009 Financial Crisis, including:
  • The £107 billion recapitalisations of The Royal Bank of Scotland, Lloyds and HBOS.°
  • The nationalisation of Bradford & Bingley, the transfer of its retail business to the Santander group and its subsequent integration with Northern Rock.°
  • The establishment and operation of H.M. Treasury’s Asset Protection Scheme, the innovative scheme designed to protect certain banks from losses on pools of financial assets and liabilities by isolating them economically in a virtual “bad bank”, a transaction over reference assets of approximately £280 billion – by some measures the largest transaction in UK corporate history.°
  • The administration of Dunfermline Building Society and the transfer of its retail business to Nationwide.°
  • The administration of the English subsidiaries of the Icelandic banks Kaupthing and Landsbanki and the transfer of their retail businesses to ING Direct.°
  • The sale of Northern Rock by H.M. Treasury to Virgin Money.°
• Advised the Abbey National group on its £8.9 billion acquisition by the Santander banking group, at that time the largest acquisition of a UK bank by a non-UK bank.°
• Advised Cable & Wireless Communications on a number of international acquisitions and disposals.°
• Advised the Darty group on the sale of Comet Electricals to entities advised by OpCapita LLP.°
• Advised the Royal Mail group on its financial services joint venture with the Bank of Ireland.°
• Advised the INEOS group on its €2 billion petrochemicals trading and refining joint ventures with PetroChina in the UK and France.°
• Advised the INEOS group on its €1.1 billion chemicals joint venture with BASF.°
• Advised BTR on its £9.4 billion merger with Siebe to form the group then known as Invensys.°
• Advised Schroders’ investment bank on its demerger from the Schroders group and its $2.2 billion subsequent acquisition by Citibank.°
• Advised one of the UK’s largest building and construction companies on a number of development joint ventures and acquisitions.°
• Advised Her Majesty’s Treasury on the Business Finance Partnership, a co-investment arrangement between H.M. Treasury and investment funds managed by private sector fund managers under which funding has been provided to mid-sized UK businesses.°
• Advised Apollo private equity funds on the £1 billion acquisition of Countrywide, the UK’s largest estate agency group, and the subsequent restructuring of the debts of the group by dual jurisdiction schemes of arrangement (an award-winning transaction). Advised Countrywide on its subsequent IPO.
• Advised on a large number of financing transactions, including high yield and other bond issues; bank regulatory capital issues; securitisations and other repackagings; structured finance transactions, both UK and cross-border; syndicated and bilateral loan finance; and project finance. He has extensive experience of the taxation of debt and equity instruments, derivatives (including currency, interest rate, index and equity derivatives), repos, stock loans, convertible and exchangeable instruments, equity-linked and asset-linked debt, other hybrid instruments and other funding and hedging structures.
• Advised a European banking group on a number of mortgage debt securitisations.°
• Advised a UK credit card issuer and consumer credit lender on a number of credit card portfolio acquisitions and securitisations.°
• Advised on the acquisition and project financing of a UK power station.°
• Advised Cairn Energy on the IPO of some of its oil exploration businesses.°
• Advised on the proposed establishment of a new UK bank.°
• Advised a UK parented group in the oil and gas production sector on a complex cross-border debt restructuring involving over $1 billion of debt, effected by a scheme of arrangement and related transactions.
• Advised on a complex debt restructuring involving over €1 billion of debt owed by a German operating and investment group, including a COMI shift to the UK, to be effected by a restructuring plan under Part 26A of the Companies Act and related transactions.
• Advised Prezzo on its recent financial restructuring, effected by a restructuring plan under Part 26A of the Companies Act.
• Advised on the proposed debt restructuring of an airline.
• Advised a group in the hospitality sector on the complex restructuring/refinancing of its convertible debt funding and equity warrants.
• Advised Taiyo Nippon Sanso Corporation and its US subsidiary Matheson Tri-Gas on its €5 billion cross-border acquisition of Praxair’s European industrial gas production group (an award-winning transaction).
• Advised an international group in the automotive sector on a number of strategically important joint ventures and M&A transactions.
• Advised Allianz on its €2.5 billion acquisition of certain insurance, pensions and asset management divisions from Aviva.
• Advised Nomad Holdings (then a SPAC, subsequently re-named Nomad Foods Limited) on its €2.6 billion acquisition of Iglo Foods, Europe’s largest frozen food company, from private equity funds, and subsequent restructuring.
• Advised engineering group GKN on its acquisition of aerospace manufacturing group Fokker Technologies from private equity funds.
• Advised on the $1.4 billion merger of a private banking group and an asset management group and the merged group’s subsequent IPO and equity funding by way of PIPE.
• Advised APi Group on its $3.1 billion acquisition of the Chubb fire and security business from Carrier Global.
• Advised a corporate finance and M&A advisory group on the restructuring of its operations and intangible assets.
• Advised on the group restructuring and redomiciliation of a natural resources and commodities group, involving the movement of over $1 billion of value.
• Advised Landscape Acquisition Holdings (then a SPAC, subsequently renamed Radius Global Infrastructure) on its establishment and subsequent $860 million acquisition of AP WIP Investments from private equity funds.
• Advised InterContinental Hotels Group on the £858 million tripartite transactions under which Fonciere des Regions acquired certain hotels owning and operating businesses from private investment funds managed by Starwood Capital and entered into related arrangements to transfer some of those businesses to IHG.
• Advised a group in the commercial hygiene services sector on a number of strategically important M&A transactions and joint ventures.
• Advised AstraZeneca on the sale of certain businesses to Pfizer.
• Advised a “special situations” lender on the establishment of a joint venture and related restructuring of certain of its investments.
• Advised on various real estate investment matters including the design of acquisition and investment structures.
• Advised a major institutional lender on the refinancing of a real estate investment group in connection with its conversion into a REIT.
• Has written articles for various tax publications (including the Tax Journal and the BVCA’s Policy and Technical Bulletin) and has given talks on tax matters at conferences.
• Has engaged as an industry representative with HMRC and other tax authorities and governments on tax policy matters (including at OECD meetings during the BEPS re-casting of international tax principles).°
• Was an industry representative in HMRC and H.M. Treasury’s loan relationships and derivative contracts rewrite project in 2013/14, in particular in Working Group 2, whose work focused on debt restructurings and modifications/insolvencies and partnerships and resulted in the introduction of the current “corporate rescue” exemptions in the loan relationships and derivative contract regimes.
• Advised the Association of Corporate Treasurers for many years on the borrower-side aspects of the LMA’s market standard forms of loan facility agreement.°

°The above representations were handled by Mr. Iversen prior to his joining Greenberg Traurig, LLP.

• Listed, Best Lawyers in the United Kingdom, Tax Law, 2023-2025
• Listed, The Legal 500 UK, 2022
• Listed, The Legal 500 United Kingdom, 2021, 2023  
• Listed, Chambers UK, Tax, 2014, 2016-2017
• Listed, Chambers Global, Tax (UK), 2014-2016
• Listed, Chambers Europe, Tax, 2014
• Listed, Super Lawyers magazine, United Kingdom Super Lawyers, 2013

• Member, British Private Equity & Venture Capital Association, Tax Committee