what's in the news

We are pleased to announce that £468 was raised following Pitmans’ recent Bake Off competitions.

The Reading office raised £320 for the Samantha Dickson Brain Tumour Trust and the London office raised £148 for War Child.

The bake off and cake stall pitted partner against partner in search of the elusive ‘master baker’ accolade. There was a wonderful selection of cakes, biscuits, cupcakes, bread and even a chocolate mousse which faced the judges before being sold off to raise valuable funds for Pitmans charities of the year.

The Reading entries were judged by Michael Emmanuel of the French Horn in Sonning, Christopher Avery, Pitmans Managing Partner and Katie Mosses, an ambassador of the charity. London’s fierce competition was judged by Real Estate Director Bhaminee Sharma and Pensions Solicitors, Megan Cole and Lee Colgate.

Pitmans next charity event is the Dragon Boat Race at Pangbourne Village Fete on Saturday 9 June where the Pitmans Pirates will be (hopefully) paddling to victory!

Michael Emmanuel, Katie Mosses, Christopher Avery

As supporters of the Samantha Dickson Brain Tumour Trust, Pitmans were delighted to enter their Golf competition.

18 teams participated in the 4 ball team event, held at  North Hants Golf Club on 13th March 2012.
 
Alan Davies, a Partner at Pitmans was thrilled to win the putting competition.

Speaking of the event, Alan said ” The Samantha Dickson Brain Tumour Trust is Pitmans’ chosen charity for 2012 and so we were delighted to participate in this excellent fundraising event for the most worthy of causes. Many thanks to the organisers and also to my team mates Joe Pendle of ISO, Peter Emerton of Jelfe and fellow Pitmans Partner Tim Clark.”

Pitmans Partner Alan Davies receives his prize from Angela Dickson, founder of SDBTT

Leading Thames Valley law firm Pitmans LLP advised CACI Ltd in purchasing Tomorrow Communications – a UK based consultancy specialising in providing network design, data centre and managed services to large enterprise accounts in the financial services, online gaming and media industries for an undisclosed sum. The deal was completed on 1 February 2012.

Andrew Peddie, Corporate Partner, Reading, led the transaction team. He was assisted by Mark Metcalfe, a Corporate and Banking Solicitor with Pitmans.

Tomorrow Communications is a technical services company specialising in network and associated support services. These services range from network design, implementation and support to project management, data centre services and enterprise solutions. Their customers include leading financial, gaming and media organisations. Tomorrow Communications has appeared in the Sunday Times Tech Track 100 for four years.

Tomorrow Communications will join CACI’s telecommunications division and will continue to operate from its Waterloo office in London.

The acquisition will support CACI’s strategic expansion objectives of taking its existing telecoms solutions portfolio into large enterprise accounts, whilst also enabling telecoms clients to benefit from new enterprise network design, data centre and managed services capabilities.

Greg Bradford, Chief Executive of CACI commented:

“This acquisition further extends the range of solutions and consultancy services that we offer our clients. Tomorrow Communications’ expertise and track record in the design and support of enterprise networks will substantially enhance our current network design and OSS consultancy services provided to telecommunication service providers across the UK. We’re delighted to have them on board.

We were also very pleased to continue our working relationship with Andrew Peddie and his team at Pitmans LLP.  This is the twelfth completed acquisition that Andrew has worked on with us over the years and as before, he and the Pitmans team have delivered the service we needed to make the deal happen.  As ever, issues of complexity arose during the negotiations but with Andrew’s help ways forward were found.”

Andrew Peddie of Pitmans commented:

“We were delighted to complete another transaction with CACI, during the course of an active few months for the Pitmans Corporate team.  Transactions of this size and shape, and in this sector, fit firmly within our expertise and we were able to provide an efficient and cost effective service based on a long understanding of the approach of the client to deal-doing.”

Courtesy of Thames Valley Business Magazine February 2012

The start of a new year is an opportunity to reflect on possible developments over the next year.  The legal environment of the technology sector is unlikely to see any drastic changes in the next twelve months and we expect the issues below to form the basis of much of the discussions in the next year.  Hopefully, we will see many Thames Valley firms exploiting the commercial opportunities these issues throw up.

Software Development: A 2011 judgment from the European Court is likely to give food for thought to software developers who assumed that user interfaces in computer programs cannot be protected by copyright, thereby reducing the cost of developing applications able to link with other, copyright-protected applications.  The Advocate General’s opinion in SAS v WPL suggests that there may be elements or expressions of a computer program other than object code or source code (traditionally regarded as protectable by copyright) which can also be protected-provided they form a substantial portion of the source program.

ISP and intermediaries: The injunction on BT in the Newzbin2 case showed that courts are willing to force ISPs to put reasonable measures in place to prevent access to websites which contain copyright-infringing material. The judgment in Scarlet v SABAM also shows that ISPs are unlikely to be asked to put in place blanket measures that affect all its users. Neither judgment clarifies the cost implications of these measures and intermediaries will be keeping an eye out for further developments in this space.

Data Protection: Early this year, the European Commission will publish its proposals to reform data protection law in the EU. From the draft published in late 2011, we know that some of the changes will make it easier for businesses to comply with data protection law, while others will give data subjects greater rights in relation to their personal data, as well as impose a higher monetary penalty for serious breaches. The balance struck will be vital for those businesses at the frontline of data protection, e.g. those active in developing behavioural advertising applications.

Cloud Computing: An increasingly mature technology, this is likely to see greater use by small and medium sized businesses and individuals – especially in relation to online storage of music and other data (subject to the relevant copyright licences). However, important questions such as compliance with data protection law (in particular, transfer of data outside the EU) and data portability will continue to be of relevance, with smaller businesses and individuals unlikely to have the bargaining power to negotiate material changes in a supplier’s terms of business.

Apart from the specific issues above, the current economic climate will continue to force technology businesses to get the most out of their technology and intellectual property assets and their clients to get the most out of any money spent on new technology. Appropriate licensing and purchase strategies, with an element of flexibility, will continue to be at the core of legal work in this sector.

Rustam Roy
Senior Solicitor, Technology
T: 0118 957 0180
E: rroy@pitmans.com

Courtesy of Thames Valley Business Magazine February 2012

The Olympic and Paralympic Games will run for 6 weeks in total and there will be 320,000 visitors and 15,000 athletes coming to the United Kingdom. There will be an impact on Employers’ businesses and the best way to deal with this is to accept it, focus on finding solutions and actively put them in place. Employers should welcome the Games and if prepared the benefits reaped could be plentiful.

Flexible Working

During the Games there will be significant pressure on transport in and around London. Your staff may be late into work or in some cases may not be able to get into work. Employees only have to take reasonable steps to find other ways of getting into work. It is important Employers realise this and put in place strategies in order to cope. Make it clear if employees are expected to call into work if they are delayed. Perhaps Employers should consider letting their employees work from home. To do this Employers will need to make it clear to their employees what is expected from them; are they expected to be available during normal working hours? Or can they do flexible working? If this is a one off make sure your employees know this. Other options which Employers may wish to consider are longer lunch hours, time off to watch main events provided they make up the time, alternative hours and swap shifts. Also check employment contracts, if you are going to alter working hours; do you need your employee’s consent?

Leave

High demand for holidays will mean some people will miss out. Employers will need to balance such requests with the needs of their business and it is important to be fair and consistent throughout. As an Employer you have the right to refuse leave on the grounds of meeting your business needs. You may wish to put in place a special policy which deals with holiday requests during this period, will it be first come first served, or will it be by ballot? And what about those who have tickets? You cannot be seen to favour those who want time off for reasons associated with the Games over those who do not support it or want time off for other reasons. These are issues Employers need to consider now and put in place steps to deal with this. The earlier Employers inform your employees then the less disgruntled they will be. There are 70,000 volunteers during the Games. If you have staff volunteering, will you let them take it as exceptional leave or will it be unpaid? If you let them take it as exceptional leave, consider how this would be viewed by other employees.

Absences

Absences increase during high profile events. If people call in sick on key days will you expect them to provide medical evidence? Employers should consider sending reminders to staff over what is expected of them and warning that if an employee abuses their position and takes an “absence”, then they may face disciplinary procedures. However there will be genuine absences so be sure not to discriminate against them.

Employers should actively encourage the Games and join in with the spirit of the Games. The world’s eyes will be on London and Employers should take advantage of this goodwill. Your employees will be much more receptive and productive if their firm recognises the importance of the Games. To minimise absences Employers should consider putting up televisions and screening events thus ensuring its employees do not miss out. You may also wish to consider offering staff incentives or take on temps to minimise the disruption to businesses.

Discrimination

Employers must remember that not everyone will be following the Games and that not everyone will be supporting Team GB. With this in mind Employers should take care to ensure that they do not inadvertently discriminate against those who support other nations. Employers are vicariously liable for the actions of their employees unless they take reasonable steps to prevent such unlawful acts occurring.

Marketing

The Games could be a prime marketing opportunity for firms nationwide. By reacting positively to the Games and getting involved with the spirit of the Games morale will increase among employees. You may wish to consider holding events throughout the Olympic period, for example departmental competitions. Some events are also free to attend so you may wish to have a firm day out. However care should be taken to ensure no IP rights are infringed or ambush marketing occurs. Employers should not market such events using the words “London 2012 Olympic Games” or use words which could suggest an association with the Games. If you do hold firm events remember to consider alcohol issues.

Also you should also ensure you have a bribery policy in place which will cover situations which may arise, for example, what if a client offers you tickets or vice versa.

As you will realise there are many issues that need to be considered. There is not long to go and preparation is key. Those Employers who are prepared will be the ones who prosper the most from the Games. It is a moment in the United Kingdom’s history that will not be forgotten, Employers should remember this and prepare, prepare, prepare – just like the athletes. Please contact us if you would like us to provide a policy or help craft one for your business.

Mark Symons
Partner, Employment
T: 0118 957 0340
E: msymons@pitmans.com

Pitmans were delighted to enter Reading’s Annual Charity Pancake Race 2012 organised by Reading UK CIC in the hope of bettering last year’s position of fourth place. The race took part on a chilly Tuesday 21st February on Broad Street in aid of the Dame Kelly Holmes Legacy Trust.

The Pitmans Pancake team comprised of solicitors Jamie Lynch and Matt Heyworth, and trainee solicitors, Andrew Souter and Alex Morgan.

Mayor of Reading Councillor Deborah Edwards led the procession of 24 Reading based businesses down Broad Street to the ‘race track’ surrounded by a large crowd of Pitmans supporters. Teams included Sainsbury’s, Rush Hairdressers, Greyfriars Church, Castle Vets, the Royal Berkshire Fire & Rescue Service, Reading Borough Council, Specsavers, Malmaison and The Oracle.

After a long and tense wait, Pitmans stepped up to the race line hoping to toss their way to victory against John Lewis. Unfortunately it seemed John Lewis, who supplied the pancakes, had been practising their pancake flipping skills and just beat the Pitmans team, ‘battering’ them out of the competition.

Solicitors Jamie Lynch and Matt Heyworth, said “We had high hopes of success this year in the Annual Charity Pancake Race following the team making the semi-finals last year. However victory was not to be as we showed a total disregard for the combination of high winds and over zealous pancake tossing. Despite the loss we are looking forward to return next year, following the appointment of a new coach, as the event always proves to be a fantastic charity fundraiser enjoyed by all.”

The eventual winners, Specsavers, were presented with medals and bouquets by Reading’s Mayor and Toby Gabbett, a former Olympic rower and representative of the Dame Kelly Holmes Legacy Trust.

Click here to view more photos from the Pancake Race.

From left to right: Matt Heyworth, Jamie Lynch, Andrew Souter, Alex Morgan

Award-winning law firm Pitmans LLP has acted on behalf of Class Telecommunications Limited on the acquisition of R.C.G. Global Networks Limited for an undisclosed consideration. The transaction was led by Pitmans’ Corporate Partner, Adam Dowdney, and assisted by Corporate Solicitor Carolyn Butler, Employment Solicitor Amanda Dorling and Commercial Property Director Bhaminee Sharma.

Class Telecommunications have been operating since 1989, offering a range of managed telephony solutions including fixed line, broadband & data services, mobile phones and telephone systems and support.

R.C.G. Global Networks provides business customers with telecommunication services, including the provision and rental of exchange lines, carrier pre-selection, broadband connections and associated services, and the supply and sale or rental of telecommunications equipment and materials.

Commenting on the transaction, Julian Miller, Managing Director of Class Telecommunications said “This is the first acquisition we have undertaken and I am very grateful to Adam and his team for leading us through the legal process which enabled us to complete on time and within budget. Their tenacity, professionalism and commitment gave me the reassurance that our interests were in safe hands and secured the result we wanted”.

Adam Dowdney, Pitmans’ Corporate Partner said “We were delighted to act for new client Class Telecommunications on this acquisition which is of considerable strategic importance to their development. As always, the deal required input from various departments which exemplifies our ability to provide a quick and commercial full-service offering. We are sure that this acquisition will prove to be of great importance to Class and look forward to working with Julian and his team again soon.”

Pitmans hosted an evening seminar on 1 February, sponsored by Prolinx, a specialist IT security solutions provider, at which delegates were stimulated by a panel of experts who highlighted some of the current threats and challenges posed by cyber risk.

The key note presentation was made by Professor Sadie Creese of Cybersecurity at the University of Oxford. Professor Creese kicked off with the scale which faced today’s society, highlighting that by 2020, there will be 31 billion connected devices and 50 trillion gigabytes of data created. This, in turn, will result in an increasingly vast ‘attack surface’ which presents those seeking to protect cyber assets with an enormous challenge. Professor Creese, amongst other things, pointed out the scarcity of meaningful metrics in relation to data security as well as the importance of preparing to ‘respond and recover’. As part of current research, it was clear that much needed to be done to develop invaluable analytics to measure security. And that, above all, the ability to attribute an identity to hackers or intruders remained a perennial vulnerability.

Philip James, a Partner who leads Pitmans’ Data Privacy & Information Law team, explained that the World Economic Forum’s recent Risk Report now lists cyber threats as one of the top 5 most risks threatening society in terms of likelihood. Philip highlighted the risks this poses to the current intellectual property enforcement regime: in the absence of identifying culprits, it remains difficult to take criminal action against those responsible and that all that will be left will be a dispute between the victim and its suppliers as to who is to blame. In addition, investors and companies will be increasingly reluctant to invest in R&D if valuable intangible assets cannot be protected from extraction. Philip also summarised the EU’s recent draft Data Protection Regulation which seeks to introduce a much stricter regime for serious breaches of data security (calculated as a percentage of global turnover) and a concept of accountability so that data controllers are encouraged to take responsibility for the protection of personal data.

Simon Milner, Head of Cyber Risk at JLT Speciality Limited, then provided a realistic explanation of the insurance landscape and what solutions are available to customers on today’s insurance market. Simon picked up on some of the themes touched on by previous speakers including the need to develop better analytics to assist risk grading and assessment. In particular, it was clear that many in industry were not necessarily aware of the variety of products currently available in this space, e.g. to cover reputation management, legal costs and re-constitution of lost data.

Finally, Nick Baskett, Chairman of Matta Consulting, a penetration and vulnerability consultancy, provided an invaluable insight into the gaps and strengths in existing data security systems, including:

• an amusing, if scary, expose on how effective intrusion detection systems can be when they are not correctly implemented; and
• how a software house subsequently discovered (after passing on the opportunity to carry out a security audit on a number of previous occasions) that a trojan was residing in its primary code repository.

Nick then stressed the distinction between carrying out a forensic investigation following an incident dependent on whether it was necessary to collect evidence or not (and the related costs involved). 

A copy of the WEF Global Risks Report is available here.

Following the session, McAfee have also released their 2012 Threats Predictions – click here for further details.

For further discussion of this seminar or other issues, please contact:

Pitmans’ Data Privacy & Information Law team

Pitmans’ Cyber Risk Management team

Philip James
Partner, Head of Data Privacy & Cyber Risk Management
T: +44 (0) 207 634 4655
E: pjames@pitmans.com

Courtesy of Thames Valley Business Magazine February 2012

What could 2012 offer you and your business? For many Thames Valley-based businesses, 2012 is a year for optimism, opportunity, growth and investment, writes Patrick Long, Banking & Finance Partner, Pitmans LLP.
 
Respondents to Pitmans “Funding your Business” Survey , conducted in December 2011, clearly felt the UK economy’s recovery would remain in recession for the majority of 2012, but it is against this backdrop that over 60% of Thames Valley based respondents said that they anticipate a year of steady growth in 2012. This is a marked contrast to respondents from businesses which lie outside of the Thames Valley region, who predominantly forecast trade at similar levels as 2011.

The Thames Valley has long been labelled the economic powerhouse of the UK, thanks largely to its diversity, strong skills based and excellent infrastructure – attracting top talent and global businesses from software, manufacturing, pharmaceutical, utility and construction sectors.

Click here to view the summary of Pitmans “Funding your Business” Survey.

For further information on the survey, please contact Pitmans Banking & Finance team.

Patrick Long
Partner
T: +44 (0) 118 957 0488
E: plong@pitmans.com

Courtesy of Thames Valley Business Magazine December 2011/January 2012

Over the past 12 months, the corporate team at Pitmans LLP has continued to act on some excellent transactions, reflected in the selection of deals set out above.  The addition of Corporate Partner Daniel Jacob in London has further strengthened the corporate capability for the team as a whole, whilst the Thames Valley team with their breadth of knowledge and transactional experience continues to win new client relationships and roles on transactions both for buyers and sellers.

In general, although overall levels of M&A across the market continue to be affected by the challenging economic climate and the renewed debt squeeze, there remain a range of interesting transactions being completed.  Many companies have built up considerable reserves of cash over the last few years of trading and are seeing acquisitions as the way to continue to build their profits, although clearly this can be very specific to the company or the sector.  Meanwhile private equity has come back to compete strongly in the market with trade buyers for opportunities and as there are still a relatively small number of IPOs, there has been a greater emphasis on disposals as the main exit for both private equity and other business owners.  There may be a sense that the continued poor return on capital on money banked following a disposal, when compared with what can be extracted by other means from a successful business, is still discouraging some owner managers from selling.  But for larger groups, non-core assets are still being sold, and for owner-managers succession issues or other factors can mean that at a certain point the reasons for sale prevail.  Those continue to provide a feed of transactions into the market.

These tough market conditions can mean that more innovative and creative deal structures are being considered in transactions. There is a decrease in emphasis on perceived “market practice” and a move towards more tailored and bespoke deals.  We all know also that it is increasingly challenging to see deals through to completion, and that the timelines for completing a deal can often be lengthened.  All participants in the market need to factor in that a healthy looking pipeline may not result in a similar number of successful completions.

Generally the economic environment means that the outlook is expected to remain unpredictable for the foreseeable future.  However, this should be balanced against the amount of capital which remains out there, from corporates and institutional investors, along with the opportunities for consolidation in a number of markets and sectors which should continue to sustain the transactional activity.  That is certainly our current experience.

Adam Dowdney
Partner, Corporate
T: 0118 957 0574
E: adowdney@pitmans.com