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The UK Government today set out its ambitious ten point plan for the Environment, covering clean energy, transport, nature and innovative technologies. 

In Primus International Holding Company & Ors v Triumph Controls – UK Limited & Ors,¹ the Court of Appeal has confirmed that, unless there are clear words to the contrary in a contract, the ordinary legal meaning of a particular term (in this case, "goodwill") will be preferred to an unusual or non-legal meaning.

Travers Smith LLP has advised Nets on arrangements relating to its senior management as a result of the combination of Nets with Nexi through an all-share merger.

From 1 December 2020 new changes to the priority rules in insolvency will have a real impact on the recoveries achieved by secured creditors on the insolvency of a debtor. These new rules give HMRC priority above floating charge holders and ordinary unsecured creditors in relation to tax collected by an insolvent company from third parties, such as VAT, PAYE income tax and NICs.

Travers Smith LLP, alongside Hengeler Mueller, has advised longstanding client TA Associates on the sale of a majority stake in thinkproject, a leading construction software company, to EQT.

Brexit is set to have a major impact on goods supply chains and the trade deal with the EU, though welcome, is unlikely to make a significant difference, except when it comes to tariffs. Our Q&A explains why and sets out what importers and exporters need to do in order to adapt to these changes.

Following mixed results for policyholders and insurers as a result of the High Court's judgment in the FCA's Business Interruption Insurance Test Case (FCA v Arch Insurance & Ors [2020] EWHC 2448 (Comm)), the FCA has announced that the Supreme Court will hear the appeals of the FCA and 6 of the 8 Defendant Insurers against the High Court's judgment over a 4 day hearing, starting on 16 November 2020. 

Travers Smith LLP has advised Brooks Macdonald, a leading investment manager with £13.7 billion in funds under management, on its long-term strategic partnership with SS&C Technologies, a global provider of software and technology services to the financial services industry.

Travers Smith LLP has advised the ITRS Group ("ITRS"), the leading provider or real-time monitoring and analytics, on the acquisition of Uptrends. Uptrends, based in the Netherlands, provides market leading monitoring tools to enable customers to stay in control of the uptime, performance, and functionality of websites, APIs, and servers.

The UK government and regulators have jointly announced their approach to implementing the recommendations of the Taskforce on Climate-related Financial Disclosures within the next five years. Notable by its absence is any explicit mention of the EU Sustainable Finance Disclosure Regulation which comes into force in March 2021.

Travers Smith LLP has advised Graphite Capital (Graphite) on its acquisition of Babble Cloud (Babble), a unified communications cloud contact centre and cyber security provider, from LDC. Graphite has acquired a majority stake in Babble alongside management, with LDC also retaining a minority stake.

Travers Smith LLP has advised longstanding client Investec Bank plc (Investec) on an uncommitted four-year €40 million facility made available to Aberdeen Standard European Logistics Income PLC (ASLI).

The Government has introduced a cap on public sector exit payments which took effect from 4 November 2020. Under the cap, payments by a public sector body in respect of an employee's termination of employment must not exceed £95,000 in total for that employee.

Travers Smith LLP is advising Mears Group PLC (LSE: MER) on its class 1 disposal of TerraQuest Solutions Limited.

Travers Smith LLP has advised Equistone and senior management shareholders on the sale of Winterbotham Darby to PAI Partners (PAI).

This briefing was updated on 20 November 2020.

PIPE transactions in the UK

Travers Smith LLP has advised Hovis on its sale by Premier Foods and the Gores Group to Endless Private Equity.

Key employment and business immigration developments for employers.

Clarification has recently been given by the Supreme Court in Enka v Chubb Russia [2020] UKSC 38, on the principles to be applied to determine the proper law of an arbitration agreement, in particular where the governing law of the contract differs from the law of the seat of the arbitration.