About Dawn Heath

Dawn advises employers, trustees and financial institutions on all aspects of pensions law.

She has a particular focus on UK defined-benefit pension schemes and their associated challenges:

• the application of the UK Pensions Regulator's powers to make third parties (including non-UK parties) liable for funding deficits;
• liability management, including changing future service benefits, restricting pensionable pay, enhanced transfer value exercises, buy-in and buy-out;
• pensions aspects of corporate and financing transactions (including in distress situations) where either the seller or purchaser group includes a UK defined benefit pension scheme, including transactions on an international basis; and
• general legal and regulatory issues in operating a defined benefit pension scheme and pensions disputes.

Dawn is involved in industry forums seeking to shape the future of pensions law, including being a member of the legislative and parliamentary committee of the Association of Pension Lawyers. She previously served on the investment committee from 2010 to 2012.

She speaks and writes regularly on a range of pensions issues, including issues arising from the Olympic Airlines case in Professional Pensions (2015).

She is a contributor to Freshfields on Corporate Pensions Law (2012-2015 editions).

Recent work

• Advising various clients on a range of issues relating to their UK defined benefit pension arrangements, including complex funding/covenant support structures, liability management exercises such as buy-ins/buy-outs and managing pensions risk in corporate activity such as dividends/refinancing. Clients include AstraZeneca plc, Compass Group plc and Janus Henderson Group plc.
• Advising Premier Foods plc on a landmark sectionalised merger of its three main defined benefit pension schemes into a single trust with three separate sections, with combined assets of c. £5 billion.
• Advising on pensions issues in distress scenarios, including Arcadia Group, House of Fraser, Monarch Airlines and Revlon International.
• Advising on the pensions aspects of a range of public and private transactions, including:
• SSE on the proposed spin-off and merger of its retail business with nPower, the subsequent sale of SSE's retail business to Ovo Energy and its sale of a 25% stake in its electricity transmission network business to Ontario Teachers’ Pension Plan Board.

• London Stock Exchange Group on its acquisition of Refinitiv, including negotiating a replacement covenant support package with the trustees of the Refinitiv pension schemes.

• Pan-European Infrastructure III, SCSp on its acquisition of the entire issued share capital of Stagecoach Group plc, including negotiations with the trustee of the Stagecoach Group Pension Scheme to agree a legally binding memorandum of understating in relation to the future funding and investment strategy of that scheme.

• Croda International plc on the pensions issues arising on its strategic review and resulting sale of the majority of its Performance Technologies and Industrials Chemicals businesses to Cargill Velocity Holdings Limited, including advice across 21 jurisdictions.