LMI company focus: RB

At some point, you will have used an RB brand. From Dettol to Strepsils and Air Wick to Nurofen, RB (previously Reckitt Benckiser) is responsible for some of the best-known health and hygiene brands that are sold in almost 200 countries.

The Slough-based FTSE 100 company currently has operations in over 60 countries, employs around 37,000 people and reported a global net revenue of £8.8bn for 2015 with like-for-like revenue increasing by six per cent.

In a turbulent start to 2016, the RB in-house team lost general counsel Claire Debney to a role in group legal affairs. Debney was replaced by Linklaters corporate partner Sarah Wiggins, who previously acted for FTSE 100 companies PwC and BP and has been appointed on an interim basis while the company continues its search for Debney’s successor.

Debney’s departure follows the exit of group general counsel Bill Mordan, who left RB to join pharmaceutical company Shire in June 2015 after 12 years at RB. He has also yet to be replaced.

Debney, who demonstrated a heavy involvement with internal change at RB in a recent interview with The Lawyer, joined the company in 2006 as European general counsel before moving into her role as vice-president and general counsel in 2010. Prior to RB Debney acted as assistant general counsel at fellow consumer goods company Gillette as part of her first move in-house.

RB’s global legal team currently consists of 70 people including a team of 25 senior lawyers. Of this senior legal team Fred Houwen is the company’s deputy general counsel for group legal affairs. Houwen joined RB in 2009 initially as legal counsel before progressing to senior counsel and legal director prior to his current role.

Emma Sharpe acts as RB’s legal director. Sharpe previously spent a year at RB as a legal adviser before spending just under six years as senior legal counsel at Gucci Group from which she left to re-join RB in her current role in 2012.

Huma Blunt meanwhile is RB’s regional legal director for Northern Europe, Australia and New Zealand. Blunt joined the company in January 2013 having previously worked at Cola-Cola Enterprises as EU senior general counsel.

External advisers

According to LMI, RB currently has a roster of 17 external advisers consisting of Slaughter and May, Eversheds, Freshfields Bruckhaus Deringer, Herbert Smith Freehills, Paul Weiss Rifkind Wharton & Garrison and Davis Polk & Wardwell.

Also acting as external counsel are Shearman & Sterling, Allen & Overy, Squire Patton Boggs, Lewis Silkin and DLA Piper. LMI data indicates that RB has also turned to Arnold & Porter and Rouse & Co together with Indian firm Khaitan & Co, Spanish firm Roca Junyent and regional UK firm Thrings.

Among manufacturers LMI data indicates that regarding the use of external advisers RB is second only to Marks & Spencer and Rolls-Royce, both of which have 21. In comparison to other FTSE 100 companies, RB is positioned 13th together with Shell and retailer Next.

When it comes to deal activity RB is not the most prolific company in the manufacturing sector. LMI data highlights 20 deals the company has been involved in since 2012, and also shows that together with Rolls-Royce and BAE Systems, RB has been involved in more divestitures than any other manufacturer, with the remainder of RB’s activity centred on partnerships and agreements.

A team at Slaughters that advises the company on corporate and competition matters, led by head of private equity Jeff Twentyman and partner Rebecca Cousin, advised RB on the demerger of its pharmaceutical business into a newly incorporated company, Indivior. The firm worked alongside Freshfields and Davis Polk.

Paul Weiss, which also advises RB on corporate matters, advised it in 2012 on its £879.6m definitive merger agreement with Schiff Nutrition International, a provider of branded vitamins and nutritional supplements. Charles Googe, who led the deal, also advised RB in 2013 in its three-year collaboration agreement with Bristol-Myers Squibb to license a number of over-the-counter consumer healthcare brands in Latin America.

In 2013 the firm also advised Reckitt Benckiser Treasury Services after the subsidiary of RB completed an offering of $500m (£358m) senior notes due in 2018 and 2023. Leading the transaction was corporate partner Mark Bergman together with former Slaughters partner Mark Dwyer, who has since moved to DLA Piper.

Meanwhile Eversheds corporate partner Richard Lewis advised RB in 2014 on the sale of the Scholl footwear brand to the Aurelius Group while Shearman & Sterling’s Richard Price and Mehran Massih advised on RB’s inaugural $1bn (£717m) bond offering in September 2013.

According to the LMI FTSE 100 2015 report Slaughters is the most popular firm for major manufacturers to turn to for legal advice. As well as RB, it also advises ARM Holdings, BAE Systems, Dia­geo, Rolls-Royce and Unilever.

Herbert Smith Freehills is also frequently used by businesses in the sector. In addition to advising RB the firm also acts for British American Tobacco, Diageo, GKN and Johnson Matthey.