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Expertise
Caroline is a Corporate / M&A Partner and leads the corporate transactions/M&A team within the Financial Institutions Group. Caroline has extensive experience advising on a broad range of international and domestic corporate transactions including mergers and acquisitions, joint ventures, private equity investment, equity capital markets transactions and corporate reorganisations, with a particular focus on Financial Institutions and Insurance. Her clients include many of the world’s leading financial institutions and insurance market players. Prior to re-joining Matheson as a Partner in 2021, Caroline spent over 10 years working with two leading global law firms, primarily based in London, where she advised on a number of complex, high value, multi-jurisdictional deals.
Caroline regularly acts for many of Europe’s leading Warranty and Indemnity underwriters, advising on the underwriting of high value international M&A transactions, as well as domestic Irish transactions, across all sectors.
Caroline also counsels corporate clients on a broad range of governance and business-related matters, including directors' duties and responsibilities and general compliance matters.
- advising Bank of Ireland on its acquisition of all of the performing loan assets and deposits of KBC Bank Ireland for about €5 billion; the deal comprised the purchase of a portfolio of performing mortgage loans worth €8.8 billion, €4.4 billion of deposits, €300 million of non-performing mortgage loans, €100 million of performing commercial and consumer loans, as well as KBC Ireland’s credit card portfolio;
- Advising the Royal Bank of Canada on the Irish aspects of its £1.6 billion recommended public takeover of Brewin Dolphin plc, listed on the London Stock Exchange;
- advising JPMorgan Chase Bank, N.A. on the restructuring of its existing EU credit institutions, by way of a simultaneous cross-border merger of JPMorgan banks in Ireland, Luxembourg and Germany and the conversion into J.P. Morgan SE, a new European company (Societas Europaea) headquartered in Frankfurt, Germany, and one of the largest banks in the EU;
- Advising Howden, an international insurance broking group, on the Irish aspects of its acquisition of Aston Lark, backed by Goldman Sachs, with a reported deal value of €1.3bn;
- Advising the Carne Group, a leading digitally-driven platform for the global asset management industry, on its acquistition of the Asset Management Exchange group from Willis Towers Watson (WTW) and the entry into a strategic partnership with WTW holding a minority interst in the Carne Group;
- Advising the Carne Group, on matters relating to a €100m investment by its private equity sponsors Vitruvian Partners, and on various other acquisitions in the UK and Ireland;
- Advising AIB on various transactions including in relation to AIB Life (a joint venture with Canada Life), its joint venture with Nissan in relation in relation to Autolease Fleet Management and group reorganisation matters;
- Advising an Irish based pharmaceutical group on a $150m investment round;
- advising US insurance conglomerate on its agreed acquisition of a State owned market leading Greek insurer (with operations in Greece, Cyprus, Romania and Bulgaria), with an enterprise value of over €950m;
- advising a private equity backed UK-based insurance group on its acquisition of a specialist financial lines Managing General Agent with operations in UK, Germany, Denmark and Poland and on the acquisition of an Irish insurance intermediary;
- advising "unicorn status" tech company on various funding rounds including its Series F funding round which raised approximately US$490m at a valuation of over US$2 billion;
- advising a New York and London based private equity firm on the sale of its majority interest in London-based global reinsurance brokerage group;
- advising leading UK mortgage broking network on its IPO on London’s AIM market;
- advising NYSE-listed multinational property and casualty insurance carrier on its acquisition of an international insurance group with operations in Europe, China, Russia, Brazil and Mexico;
- advising various leading insurers on W&I underwriting matters;
- advising on a number of non-transactional corporate matters including project managing a global corporate restructure which involved coordinating advice across more than 20 jurisdictions ;
- advising global banking institution in relation to the disposal of its UK co-branded store credit card business (involving approximately 3.5 million customer accounts and £1 billion in receivables);
- advising global banking institution in relation to the disposal of certain portfolios of non-performing loans;
- advising leading investment bank on its role as placing agent for various secondary placings on the LSE;
- advising UK-based life insurance company on various corporate and regulatory insurance matters;
- advising Canadian multinational banking and financial services corporation, on the buy-out of a stockbroking and investment services business from its JV partner), a large UK bank;
- advising Irish stockbroker on the disposal of its London-based fixed income trading business ; and
- advising NYSE-listed financial services business, on the European aspects of its disposal of part of its asset financing arm to a large tech multinational.
"Caroline Kearns is a stand out lawyer. Caroline looks beyond the issues raised to identify and address risks other than those raised specifically. Very safe hands."
Commercial, Corporate and M&A: The European Legal 500 2024
"We regularly work with Caroline Kearns who is adept at advising on legal risk but putting this into the commercial context – clients (and we as other legal counsel) value this highly."
Commercial, Corporate and M&A: The European Legal 500 2024
"Caroline Kearns is a standout partner in the Corporate team in Matheson, Caroline is exceptionally thorough and an excellent negotiator. You know you are in safe, capable hands with Caroline."
Commercial, Corporate and M&A: The European Legal 500 2023
Admitted as a solicitor in England and Wales – 2010
Law Society of England and Wales
Admitted as a solicitor in Ireland – 2010
Law Society of Ireland
Professional Practice Course I and II 2007 – 2009
Law Society of Ireland
Diploma in Financial Services Law 2008 – 2008
University College Dublin
Bachelor of Business and Law, First Class Honours 2001 – 2005