Howard L. Ellin
Mergers and Acquisitions
Howard L. Ellin is a global co-head of Skadden’s Corporate Transactions and Mergers and Acquisitions practices. He focuses on a wide variety of transactions, including private equity and leveraged buyouts, public and private acquisitions, corporate restructurings and financings, and general corporate advice.
Mr. Ellin’s major M&A transactions include representing:
- Express Scripts, Inc. in its $29.1 billion acquisition of Medco Health Solutions, Inc. The Am Law Daily selected Mr. Ellin as a “Dealmaker of the Week” for his role on this transaction. This deal also was recognized in the 2012 Financial Times “US Innovative Lawyers” report;
- The Walt Disney Company in its $4 billion acquisition of Lucasfilm Ltd.;
- NDS Group Ltd. and its owners, Permira Funds and News Corporation, in its $5 billion sale to Cisco Systems, Inc.;
- News Corporation in its approximately $11.5 billion proposed, but terminated, acquisition of the remaining stake it does not already own in British Sky Broadcasting Group plc;
- News Corporation in its $6 billion acquisition of Dow Jones and The Wall Street Journal, and previously in its acquisition of 34 percent of Direct TV, in its exchange offer for the remainder of Fox Entertainment Group and in its acquisitions of Intermix Media (MySpace) and IGN Entertainment. Mr. Ellin also represented News Corporation in partnership with Permira Advisers Ltd., a private equity firm in the United Kingdom, in their proposed $3.7 billion going-private acquisition of NDS Group plc.;
- Landis+Gyr, a global leader in energy management solutions, in its $2.3 billion acquisition by Toshiba Corporation;
- WMS Industries Inc. in its $1.5 billion acquisition by Scientific Games Corporation;
- DISH Network Corporation in its $1.4 billion acquisition of 100 percent of the equity of DBSD North America, Inc. Skadden also represented DISH Network as agent and lender under an $87.5 million senior secured debtor-in-possession financing facility entered into with DBSD North America in connection with DBSD’s Chapter 11 restructuring;
- National Financial Partners Corp. in its pending $1.3 billion acquisition by Madison Dearborn Partners, LLC;
- Express Scripts, Inc. in its $4.7 billion acquisition of WellPoint Inc.’s NextRx subsidiaries and its attempted hostile takeover of Caremark Rx, Inc. for approximately $26 billion;
- Univision Communications Inc. in its $13.5 billion sale to a consortium of private equity investors that includes Texas Pacific Group; Thomas H. Lee Partners, L.P.; Madison Dearborn Partners, LLC; Providence Equity Partners Inc.; and investor Haim Saban;
- Apax Partners, a private equity and buyout firm, in its $1.6 billion acquisition via auction of Tommy Hilfiger Corporation;
- Dubai Aerospace Enterprise Ltd. (United Arab Emirates) in its $1.8 billion acquisition of Standard Aero Acquisition Holdings, Inc. from private equity firm The Carlyle Group. Standard Aero Acquisition Holdings is a special purpose entity formed by Standard Aero Limited, a provider of aircraft maintenance services based in Canada;
- Pacific Equity Partners Pty Limited, a leading Australasian private equity firm, in connection with its leveraged buyout acquisition of an 82 percent stake for approximately $1 billion in The American Stock Transfer & Trust Company;
- Hubbard Broadcasting, Inc. in its approximately $505 million acquisition of 17 radio stations from Bonneville International Corporation;
- Babcock & Brown Limited, an investment firm in Australia, in the $766 million acquisition of BNP Residential Properties, Inc., a real estate investment trust;
- IBM Corporation in its $3.5 billion acquisition of PricewaterhouseCoopers Consulting;
- Chris-Craft Industries in its $5.4 billion sale to News Corporation;
- McDonnell Douglas in its $13.3 billion merger with Boeing; and
- Digital Equipment Corporation in its $9.6 billion merger with Compaq Computer Corporation.
Among the private equity sponsors that Mr. Ellin has advised are Wasserstein & Co., First Reserve Corporation, Windward Capital Partners, Castle Harlan, Colony Capital, TD Capital, Poster Financial Group and Leonard Green. Mr. Ellin also represents many companies in their dealings with private equity firms in going-private transactions, having represented AMC Entertainment Inc. when it was taken private by JP Morgan Partners and Apollo Investors.
Mr. Ellin serves as Skadden, Arps’ global hiring partner. He has been selected for inclusion in Chambers Global: The World’s Leading Lawyers for Business, Chambers USA: America’s Leading Lawyers for Business, Lawdragon 500 Leading Lawyers in America and the International Financial Law Review (IFLR1000).
J.D., Harvard Law School, 1988
B.S., Carnegie Mellon University, 1985
Member, Board of Trustees, Carnegie Mellon University