US law firm that advised Nama bidders insists it acted properly

Analysis: Brown Rudnick helped Pimco and Cerberus in Project Eagle bids

US law firm Brown Rudnick played a central role in the controversy over the sale of Nama's Northern Irish loan book. It initially canvassed the agency on behalf of one bidder, Pimco, and ultimately acted for the buyer, investment fund Cerberus.

The fallout from the purchase of the assets in 2014 has now led to a police investigation in the North and parliamentary inquiries on both sides of the Border.

Claims by independent TD Mick Wallace in the Dáil about £7 million transferred to the Isle of Man from Belfast law firm Tughans, which worked with Brown Rudnick, was the catalyst that prompted the various inquiries.

Nama has consistently said that the controversy over the payment is peripheral to the agency and only really concerns the relationship between the advisers who worked for Cerberus.

Brown Rudnick has offices in Boston, New York, California, New England and Washington, as well as in a number of cities in Europe, including Dublin, where a handful of people are based in a premises on Fitzwilliam Square.

Familiar with Nama

Both the firm and its Irish staff are familiar with Nama and the various problems that the Republic’s banks have had to deal with since the financial collapse of 2008.

When he worked for Mason Hayes and Curran, the Dublin-based Brown Rudnick partner John Minihane carried out due diligence on loans that were transferred to Nama from the Irish Bank Resolution Corporation (IBRC), which took over Anglo Irish Bank and Irish Nationwide.

According to Brown Rudnick's website, both Dublin-based partner Bernard McEvoy and associate Inez Cullen acted for a property developer in the negotiation and finalisation of debt facilities with Nama. All businesses whose loans were sold to the agency would have gone through such a process.

The firm also represented subordinated bondholders in Anglo Irish Bank after it passed into State ownership and became IBRC, who successfully challenged an offer of 20 cent in the euro against the €700 million debt that they were due. It has also acted for a group of rebel shareholders at Irish Life and Permanent.

In relation to Project Eagle – the 850-strong portfolio of properties belonging to Nama's Northern Ireland borrowers – Brown Rudnick initially canvassed the North's then finance minister Sammy Wilson on behalf of potential bidders for the Nama loans in mid-2013. The firm made direct contact with the agency on Pimco's behalf in September of that year.

Auction

Following talks between Pimco and the agency, the Nama board decided to launch an open-market auction of the entire loan book in January 2014, which was dubbed Project Eagle.

Pimco dropped out of this the following March after revealing that it had agreed to pay £5 million to former Nama advisory committee member Frank Cushnahan. This was part of an overall £15 million success fee agreed with him, Brown Rudnick and Tughans, which the US law firm had engaged and with which Mr Cushnahan had close ties.

Cerberus then hired Brown Rudnick and Tughans as strategic advisers before emerging as the winning bidder in April. The £7 million transferred from the Belfast law firm to the Isle of Man was payment for this work from Brown Rudnick.

Tughans managing partner Ian Coulter resigned following the discovery of the transaction in January. The transaction is the subject of a Law Society of Northern Ireland investigation.

Brown Rudnick says that it acted properly at all times and that it complied with a request from Nama for assurances that no one associated with the Cerberus bid had a conflict of interest.