Overview
Skadden is a global leader among law firms involved in mergers and acquisitions and other corporate transactions. The transactional experience of Skadden’s lawyers, the breadth of our practice and the geographical reach of our offices worldwide have allowed us to maintain our leadership position, representing a broad array of public and private companies, private equity firms and financial sponsors, investment banks, governmental entities, and other institutions and individuals in almost every type of M&A situation.
We were ranked in the top tier by IFLR1000 2017, U.S. News — Best Lawyers “Best Law Firms” 2017. We were one of seven firms to top Chambers USA 2017’s M&A Elite rankings and received the 2016 Chambers USA Award for Excellence for having the nation’s top M&A practice. We also were one of only four firms ranked in Chambers Global 2017’s top tier for Global M&A. Additionally, we were named among Law360’s Mergers & Acquisitions Groups of 2016. For 17 consecutive years, Skadden has been named the top corporate law firm in the United States in Corporate Board Member magazine’s annual survey of “America’s Best Corporate Law Firms” (May 2017), which asked directors of publicly traded companies to select “a firm they would most likely turn to for corporate legal matters of national scope.” In 2015, Skadden became the first law firm to handle more than $1 trillion in global announced M&A deals in a single year, ranking first by value globally and in the U.S. according to Bloomberg, mergermarket and Thomson Reuters.
We recognize that every transaction, regardless of size, is important to our clients. While we advise many of the world’s largest companies, investment banks and other regular participants in the M&A market — often on their most high-profile transactions — Skadden also represents numerous smaller clients that are not regularly engaged in M&A transactions. Our lawyers strive to bring the same practical approach, creativity and commitment to excellence to each matter in which we are engaged.
The types of M&A matters in which Skadden lawyers engage cover the full spectrum of negotiated and contested situations, including:
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A critical element in almost every M&A situation is the need for sophisticated and coordinated real-time legal advice. Skadden’s, merger and acquisition practice is geared toward providing our clients with this type of service. We have one of the largest, most experienced teams of transactional lawyers among the world’s top law firms. Our lawyers have been “there at the inception” of key structural and tactical developments in the M&A arena.
In addition, the firm’s geographic diversity is a proven advantage in serving clients in M&A matters. We are able to assemble teams from 22 offices around the world to provide appropriate subject matter advice and geographical coverage for the most complicated cross-jurisdictional transactions.
The broad diversification of the firm’s work in more than 50 practice areas enables us to provide our clients with coordinated legal advice in multiple areas of the law. For example, a single M&A matter often requires experience drawn from a number of other practices, including:
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Because of the scope of our global M&A practice, our attorneys bring considerable knowledge of specific laws and regulations that govern various industries including:
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Skadden has long been recognized for representing clients in some of the most notable, largest and complex mergers and acquisitions. These include mergers of equals and other strategic mergers, and purchases and sales of companies and businesses. We also handle M&A transactions for clients in the small to midsize range, including acquisitions and dispositions of assets, businesses and subsidiaries, as well as joint ventures and other collaborations, and strategic investments.
Our long-standing experience in handling complex, cross-border transactions and our global network of offices give Skadden a distinct advantage in serving our international clients on international transactions. Our clients include public corporations and private companies, financial institutions, government entities and sovereign wealth investors. Our offices outside the United States are staffed with both U.S. and local attorneys who represent U.S. as well as international clients in mergers, acquisitions, joint ventures, sovereign wealth fund investments and other transactions. Our clients also benefit from our U.S. regulatory practices, including significant experience dealing with the Committee on Foreign Investment in the United States (CFIUS).
Our experience in complex corporate and international law issues enables us to provide assistance to government or private sector entities in the implementation of privatization programs.
Skadden is well-known for its representation of bidders, targets, boards of directors, shareholders and financial advisors in unsolicited (“hostile”) transactions and contests for corporate control, including in connection with tender offers and proxy fights. Skadden has been involved in contested takeovers and proxy contests since the firm’s earliest years, and we are recognized as a leader in the area. Over the last several decades and through the present we have represented principals in many of the most notable corporate fights around the world.
Skadden regularly counsels companies in connection with corporate governance, takeover preparedness and other corporate matters that do not involve any pending transaction. We provide advice in a broad range of areas, including directors’ duties and responsibilities, board and committee structures, corporate preparedness and contingency planning, “anti-takeover” charter and by-law provisions and rights plans, and director indemnification, severance and change-in-control compensation arrangements.
Skadden has for many years represented a broad range of clients, including private equity firm sponsors, financing sources, target companies and special committees and management teams, in leveraged buyout and other private equity transactions. Our private equity practice is global, representing private equity sponsors and other transaction participants in all of our major offices in North America, Asia-Pacific and Europe. We also have represented numerous target companies, boards of directors and special committees in leveraged buyout transactions.
Skadden has represented a broad range of clients in various types of restructurings and recapitalizations. A continuing aspect of today’s M&A activity is the focus on internal corporate restructurings, including spin-offs and split-offs, and other techniques for refocusing value. We have significant experience in this area, bringing to bear the firm’s knowledge in tax, employee benefits, banking and finance, and other practice areas that are critical to such transactions.
We also have a substantial background in representing clients in connection with acquisitions of financially troubled companies or their operations or assets. These transactions may be pursued within or outside a bankruptcy proceeding. The blending of our M&A practice with skills in restructuring and bankruptcy reorganization is often critical in these transactions.
Experience
2017
- Agence des participations de l’Etat (the French state) in the US$2.1 billion sale of its 12.7 percent interest in Peugeot S.A. (France) to Bpifrance;
- E. I. du Pont de Nemours and Company in the US$1.6 billion sale of a portion of its crop protection business, including certain research and development capabilities, to FMC Corporation. As part of this transaction, DuPont agreed to acquire substantially all of FMC's health and nutrition business;
- Fortress Investment Group LLC in its US$3.3 billion acquisition by SoftBank Group Corp. (Japan);
- Hologic, Inc. with the tax aspects of its US$1.7 billion acquisition of Cynosure, Inc.;
- JAB in its $7.5B acquisition of Panera Bread;
- JD.com, Inc. in the US$2.1 billion spin-off of its 68.6 percent stake in JD Finance, its finance business. Both companies are based in China;
- Mars, Incorporated in its US$9.1 billion acquisition of VCA Inc.;
- Merrimack Pharmaceuticals, Inc. in the US$1 billion sale of its cancer treatment drugs ONIVYDE, including U.S. commercialization rights and its licensing agreement with Shire plc (Ireland), and generic DOXIL to Ipsen S.A. (France);
- Noble Energy, Inc. in its proposed US$3.2 billion acquisition of Clayton Williams Energy, Inc.;
- OMERS Private Equity (Canada) in its US$1 billion investment in Allied World Assurance Company Holdings, AG (Switzerland);
- Oneok, Inc. in its US$9.3 billion acquisition of the remaining stake in Oneok Partners, L.P. that it does not already own;
- Sealed Air Corporation in its US$3.2 billion sale of New Diversey to Bain Capital Private Equity, LP; and
- SunEdison, Inc. in its US$2.5 billion sale of TerraForm Global, Inc. and a 51 percent stake in TerraForm Power, Inc. to Brookfield Asset Management Inc. (Canada);
2016
- 21st Century Fox, Inc. (as co-counsel) with the English law aspects of its $14.8 billion acquisition of the remaining stake in Sky plc (United Kingdom) it does not already own;
- Air Products and Chemicals, Inc. in its $3.8 billion sale of the performance materials division of its materials technologies segment to Evonik Industries AG (Germany);
- Anbang Insurance Group Co., Ltd. (China) as lead member of an investor group in its proposed, but terminated, $14 billion acquisition of Starwood Hotels & Resorts Worldwide Inc.;
- Apex Technology Co., Ltd. (China) as a member of a buyer consortium in its $4 billion acquisition of Lexmark International Inc. This was the second largest outbound acquisition in the technology sector ever done by a Chinese investor, and the third largest U.S. public takeover ever done by a Chinese investor;
- BA Glass BV (the Netherlands) in its $1 billion joint acquisition with CVC Capital Partners Limited (United Kingdom) of Anchor Glass Container Corporation from KPS Capital Partners, LP;
- BAI Brands LLC in its $1.7 billion acquisition by Dr. Pepper Snapple Group, Inc.;
- Ball Corporation and Rexam PLC (United Kingdom) in the $3.4 billion sale of select metal beverage can assets, support locations and functions in Europe, Brazil and the United States to Ardagh Group S.A. (Luxembourg).
- Jerrod Blandino and Jeremy Johnson, co-founders of Too Faced Cosmetics, LLC, in the company’s $1.45 billion acquisition by The Estée Lauder Companies Inc.;
- Baxter International Inc. in connection with the initially unsolicited, but subsequently agreed upon, $32 billion combination of Baxalta Incorporated and Shire plc (Ireland);
- Boral Limited (Australia) in its $2.6 billion acquisition of Headwaters Incorporated;
- BTG Pactual Group S.A. (Brazil) in the $1.6 billion spin-off of a portion of its commodity-trading unit. The division will be renamed Engelhart Commodities Partners;
- Cavium, Inc. in its $1.4 billion acquisition of QLogic Corp.;
- Citrix Systems, Inc. in the $1.8 billion merger of its GoTo business with LogMeIn, Inc. in a tax-free Reverse Morris Trust transaction;
- Ctrip.com International, Ltd. (China) in its $1.7 billion acquisition of Skyscanner Holdings Limited (United Kingdom);
- Dada Nexus Limited in its $1.4 billion merger with JD Daojia. Both companies are based in China;
- Doughty Hanson & Co. (United Kingdom) in its $1.65 billion sale of LM Wind Power A/S (Denmark) to General Electric Company;
- Dynegy Inc. and Energy Capital Partners in their $3.3 billion acquisition of the United States fossil portfolio of GDF SUEZ Energy North America, Inc. through a newly formed joint venture named Atlas Power, LLC.;
- Duke Energy Corporation in two transactions totaling $2.4 billion: the $1.2 billion sale of its Brazilian business to China Three Gorges Corporation and the $1.2 billion sale of its international businesses in Peru, Chile, Ecuador, Guatemala, El Salvador and Argentina to I Squared Capital Advisors, LLC;
- Endurance Specialty Holdings Ltd. (Bermuda) in its pending $6.3 billion acquisition by SOMPO Holdings, Inc. (Japan);
- A buyer consortium consisting of Mr. Gao Jifan, Trina Solar Limited chairman and CEO; Shanghai Xingsheng Equity Investment & Management Co., Ltd.; Shanghai Xingjing Investment Management Co., Ltd.; Great Zhongou Asset Management (Shanghai) Co., Ltd.; and Liuan Xinshi Asset Management Co., Ltd in its $1.1 billion going-private acquisition of Trina Solar. All companies are based in China;
- Gilead Sciences, Inc. in its $1.2 billion acquisition of Nimbus Apollo, Inc. and its Acetyl-CoA Carboxylase inhibitor program from Nimbus Therapeutics, Inc.;
- JAB Beech Inc. in its $1.35 billion acquisition of Krispy Kreme Doughnuts, Inc.;
- Jacobs Douwe Egberts B.V. (the Netherlands) in its proposed $1.1 billion acquisition of Super Group Ltd. (Singapore);
- Konecranes plc (Finland) in its $1.3 billion acquisition of the material handling and port solutions business of Terex Corporation;
- LANXESS AG (Germany) in its $2.5 billion acquisition of Chemtura Corporation;
- Lattice Semiconductor Corporation in its $1.3 billion going-private acquisition by Canyon Bridge Capital Partners;
- Leidos Holdings Inc. in its $5 billion combination with the realigned information systems and global solutions business of Lockheed Martin Corporation in a Reverse Morris Trust transaction;
- Leshi Internet Information & Technology Corp., Beijing (LeEco) in its $2 billion acquisition of VIZIO, Inc.;
- Liberty Mutual Insurance Company in its $3 billion acquisition of Ironshore Inc. (Bermuda) from Fosun International Limited (China);
- LifeLock, Inc. in its $2.3 billion acquisition by Symantec Corporation;
- Meilishuo in its $2.4 billion acquisition by Mogujie. Both companies are based in China;
- Nippon Steel and Sumitomo Metal Corporation (Japan) in its acquisition of a stake in Vallourec SA (France) as part of Vallourec’s $1.1 billion capital increase;
- NXP Semiconductors N.V. (the Netherlands) in its $47 billion acquisition by Qualcomm Incorporated. This is the largest-ever semiconductor deal;
- Ocean Management Holdings Limited in its $4.4 billion going-private acquisition of Qunar Cayman Islands Limited via a tender offer. Both companies are based in China;
- The special committee of the board of directors of Oracle Corporation in its $9.3 billion acquisition of NetSuite Inc.;
- Otkritie Holding JSC in its $1.5 billion acquisition of OAO Arkhangelskgeoldobycha from Public Joint Stock Company Oil Company LUKOIL. All three companies are based in Russia;
- A company backed by Permira Funds (United Kingdom) in its $1.5 billion sale of Intelligrated Inc. to Honeywell International Inc.;
- Pfizer Inc. in its $1 billion sale of Hospira Infusion Systems to ICU Medical, Inc.;
- Phoenix Group Holdings (Channel Islands) in its $1.2 billion acquisition of Abbey Life Assurance Company Limited (United Kingdom) from Deutsche Bank AG.;
- Qlik Technologies, Inc. in its $3 billion acquisition by Thoma Bravo, LLC;
- Rockwell Collins Inc. in its $6.4 billion acquisition of B/E Aerospace Inc.;
- The Saudi Arabian Public Investment Fund in its $3.5 billion investment in Uber Technologies, Inc.;
- The special committee of the board of directors of SolarCity Corporation in its initially unsolicited, but subsequently agreed upon, $2.6 billion acquisition by Tesla Motors, Inc.;
- Spectra Energy Corp. with the tax aspects of its $28 billion merger with Enbridge Inc. (Canada);
- Sumitomo Mitsui Banking Corporation (Japan) in its $3.4 billion acquisition of American Railcar Leasing LLC from Icahn Enterprises L.P.;
- Stryker Corporation in its $1.3 billion acquisition of Physio-Control International, Inc.;
- The controlling shareholders of Texas Transmission Holdings Corporation (TTHC) in its $2.4 billion merger with an affiliate of NextEra Energy, Inc., including TTHC’s 20 percent indirect interest in Oncor Electric Delivery Company LLC. As part of this transaction, NextEra Energy, Inc. will acquire the remaining .22 percent stake in Oncor that it did not already own for $27 million;
- TiVo Inc. in its $1.1 billion acquisition by Rovi Corporation;
- Tobira Therapeutics, Inc. as co-counsel in its $1.7 billion acquisition by Allergan plc (Ireland);
- Tumi Holdings, Inc. in its $1.8 billion acquisition by Samsonite International S.A. (Luxembourg);
- The Walt Disney Company in its $1 billion acquisition of a 33 percent stake in BAM Technologies LLC;
- The WhiteWave Foods Company in its $12.5 billion acquisition by Danone (France);
- Windstream Holdings, Inc. in its $1.1 billion merger with EarthLink Holdings Corp.;
- WL Ross Holding Corp. in its $1.7 billion acquisition of Nexeo Solutions Holdings, LLC from TPG Capital;
- XIO Group (United Kingdom) in its $1.1 billion acquisition of J.D. Power and Associates, Inc. from McGraw Hill Financial, Inc.;
- Yadkin Financial Corporation in its $1.4 billion acquisition by F.N.B. Corporation; and
- Yahoo! Inc. in the $4.8 billion sale of its operating business to Verizon Communications Inc.
2015
- 58.com Inc. in its US$1.6 billion acquisition of a 43 percent stake in Falcon View Technology Limited, the parent company of Ganji.com;
- one of the founding shareholders of 888 Holdings plc. (Gibraltar) in its $1.4 billion acquisition of bwin.party digital entertainment plc. (Gibraltar);
- a buyer group consisting of BTG Hotels (Group) Co., Ltd. and its subsidiary Poly Victory Investments Limited; Ctrip.com International, Ltd.; Neil Nanpeng Shen, co-founder and co-chairman of the board of directors of Homeinns and co-founder and director of Ctrip; James Jianhang Liang, co-founder and director of Homeinns and co-founder, chairman of the board and chief executive officer of Ctrip; and David Jian Sun, chief executive officer and director of Homeinns, in its $1.7 billion acquisition of Homeinns Hotel Group. All four companies are based in China;
- the co-founders of Ares Management, L.P. in its $2.6 billion merger with Kayne Anderson Capital Advisors, L.P. to form a new company called Ares Kayne Management, L.P.;
- Ball Corporation in its proposed US$8.4 billion acquisition of Rexam PLC (United Kingdom);
- Bitauto Holdings Limited in a US$1.3 billion strategic investment by JD.com, Inc. and Tencent Holdings Ltd.;
- Broadcom Corporation in its US$37 billion acquisition by Avago Technologies Limited (Singapore);
- Builders FirstSource, Inc. in its US$1.6 billion acquisition of ProBuild Holdings LLC from Devonshire Investors;
- Capgemini S.A. (France) in its US$4 billion acquisition of iGate Corporation;
- affiliates of The Carlyle Group LP, Sequoia Capital and Actis Capital, LLP (United Kingdom) in the $1.3 billion sale of an 81 percent stake in Keystone Lodging Holdings Ltd. to Shanghai Jinjiang International Hotels Development Co.;
- Centene Corp. in its $6.8 billion acquisition of Health Net, Inc.;
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CF Industries Holdings, Inc. in its:
- strategic venture with CHS, Inc. As part of this transaction, CHS will acquire a minority interest in CF Industries Nitrogen, LLC for $2.8 billion and enter into a supply agreement; and
- $8 billion acquisition of the European, North American and global distribution businesses of OCI N.V. (the Netherlands);
- The Coca-Cola Company as selling shareholder in the $13.9 billion sale of Keurig Green Mountain, Inc. to an investor group led by JAB Holding Company (Germany);
- Coty Inc. in its $1 billion acquisition of the personal care and beauty business of Hypermarcas S.A. (Brazil);
- Crestview Partners, L.P. and Pine Brook Road Partners, LLC as founding investors in a US$1.5 billion equity capital raise by Fidelis Insurance Holdings Limited (Bermuda);
- Ctrip.com International Ltd. in its $3.4 billion acquisition of a 45 percent stake in Qunar Cayman Islands Limited from Baidu Holdings Limited. All three companies are based in China;
- Danaher Corporation in its US$13.8 billion acquisition of Pall Corporation;
- DENTSPLY International Inc. in its $13.3 billion merger-of-equals with Sirona Dental Systems Inc.;
- DSV A/S (Denmark) in its $1.3 billion acquisition of UTi Worldwide Inc.;
- E. I. du Pont de Nemours and Company in its $130 billion merger-of-equals with The Dow Chemical Company;
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EMC Corporation in its:
- $1.2 billion acquisition of Virtustream, Inc.; and
- $67 billion acquisition by Dell Inc.;
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Endo International plc (Ireland) in:
- its US$8.1 billion acquisition of Par Pharmaceutical Holdings, Inc.; and
- the US$1.65 billion sale of American Medical Systems Holdings Inc.'s men's and prostate health business to Boston Scientific Corporation;
- the majority shareholders of Eurasia Drilling Company Limited (Cyprus) in its proposed $1.7 billion going-private acquisition by certain management and core shareholders;
- Fidelity & Guaranty Life in its $1.6 billion acquisition by Anbang Insurance Group Co. Ltd. (China);
- First Eagle Investment Management, LLC in its $4 billion acquisition by private equity funds managed by The Blackstone Group L.P. and Corsair Capital LLC.;
- GIC Pte Limited (Singapore) in its $5.4 billion joint venture with The Macerich Company;
- HellermannTyton Group PLC (United Kingdom) in its $1.7 billion acquisition by Delphi Automotive PLC (United Kingdom);
- Horizon Pharma plc (Ireland) as co-counsel in its proposed, unsolicited $3 billion acquisition of DepoMed Inc.;
- the buyer group including Mr. Jun Lei, chairman of the board of YY Inc. (China), and Mr. David Xueling Li, director and chief executive officer, in its proposed $3.7 billion going-private acquisition of YY;
- LetterOne Holdings S.A. (Luxembourg) in its $1.6 billion acquisition of E.ON E&P Norge AS (Norway) from E.ON Beteiligungen GmbH (Germany);
- Mitsui Engineering & Shipping Co., Ltd (Japan) in its $2.6 billion acquisition of 99.4 percent of the outstanding shares in TGE Marine AG (Germany);
- Nikkei Inc. (Japan) in its $1.3 billion acquisition of Financial Times Group Ltd. (United Kingdom) from Pearson plc (United Kingdom);
- Norfolk Southern Corporation in its evaluation of an unsolicited acquisition proposal from Canadian Pacific Railway Limited (Canada);
- NPS Pharmaceuticals, Inc. in its US$5.2 billion acquisition by Shire plc (Ireland);
- the special committee of independent directors of Perfect World Co., Ltd. in the approximately US$1 billion going-private acquisition by Perfect Peony Holding Co. Ltd. Both companies are based in China;
- Permira Funds (United Kingdom) in the US$2.8 billion sale of its portfolio company Iglo Foods Holdings Limited (United Kingdom) to Nomad Holdings Limited (British Virgin Islands);
- Pfizer Inc. in its $160 billion combination with Allergan plc (Ireland);
- Pinnacle Entertainment Inc. in the unsolicited, but subsequently agreed upon, $4.75 billion acquisition of substantially all of its real estate by Gaming and Leisure Properties, Inc.;
- Plum Creek Timber Co. Inc. in its $8.4 billion acquisition by Weyerhaeuser Co.;
- PMC-Sierra Inc. in its $2.5 billion acquisition by Microsemi Corporation;
- the special committee of the board of directors of Qihoo 360 Technology Co. Ltd. in its $9.3 billion going-private acquisition by a consortium including Mr. Zhou Hongyi, chairman and chief executive officer of Qihoo, CITIC Capital Securities Co., Ltd., Golden Brick Capital, China Renaissance Holdings Limited, and Sequoia Capital China. This is the largest-ever going-private deal for a Chinese company listed in the U.S.;
- Representaciones e Investigaciones Médicas S.A. de C.V. (Rimsa) (Mexico) in its $2.3 billion acquisition by Teva Pharmaceutical Industries Limited (Israel);
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Rite Aid Corporation in its:
- $2 billion acquisition of Envision Pharmaceutical Services, Inc.; and
- $17.2 billion acquisition by Walgreens Boots Alliance, Inc.;
- the lead investor in RKI Exploration and Production, LLC in RKI’s $2.35 billion acquisition by WPX Energy, Inc.;
- SanDisk Corp. in its $19 billion acquisition by Western Digital Corporation;
- Springleaf Holdings, Inc. in its US$4.25 billion acquisition of OneMain Financial, Inc.;
- TECO Energy, Inc. in its $10.4 billion acquisition by Emera, Inc. (Canada);
- the independent members of the board of directors of Time Warner Cable Inc. in its proposed US$78.7 billion acquisition by Charter Communications, Inc.;
- Valeant Pharmaceuticals International, Inc. (Canada) in its $1 billion acquisition of Sprout Pharmaceuticals, Inc.;
- XL Group plc (Ireland) in its pending US$4.2 billion recommended cash-and-stock acquisition of Catlin Group Limited (Bermuda);
- the buyer consortium including Mr. Li Xiting, executive chairman of the board, president and co-chief executive officer of Mindray Medical International Limited (China), Mr. Xu Hang, chairman of the board, and Mr. Cheng Minghe, co-chief executive officer and chief strategic officer, in its unsolicited, but subsequently agreed upon, $3.3 billion going-private acquisition of Mindray Medical; and
- the special committee of the board of directors of Youku Tudou Inc. in its proposed $5.6 billion going-private acquisition by Alibaba Group Holding Limited. Both companies are based in China.
2014
- Archer Daniels Midland Company in its $3.1 billion acquisition of WILD Flavors GmbH (Switzerland);
- AutoNavi Holdings Limited in the US$1.6 billion unsolicited acquisition by Alibaba Group Holding Limited of the remaining 72 percent stake in AutoNavi that it did not already own. Both companies are based in China;
- Auxilium Pharmaceuticals Inc. in its initially unsolicited, but subsequently agreed upon, US$2.6 billion acquisition by Endo International plc (Ireland);
- Bally Technologies, Inc. in its $5.1 billion acquisition by Scientific Games Corporation;
- Banco BTG Pactual S.A. (Brazil) in its $1.7 billion acquisition of BSI S.A. (Switzerland), the private banking group owned by Assicurazioni Generali S.p.A. (Italy);
- Becton, Dickinson and Company in its US$12.2 billion acquisition of CareFusion Corporation;
- British Columbia Investment Management Corporation (Canada) as part of an investor group including Macquarie Infrastructure and Real Assets and John Hancock Financial Corporation, in their US$4.7 billion acquisition of Cleco Corporation;
- Brookdale Senior Living Inc. (a portfolio company of Fortress Investment Group LLC) in its US$2.8 billion merger with Emeritus Corporation;
- the special committee of Caesars Acquisition Company in connection with Caesars Growth Partners, LLC’s US$2 billion acquisition of Bally’s Las Vegas, The Cromwell, The Quad Resort and Casino and Harrah’s New Orleans from Caesars Entertainment Corporation;
- the independent directors of the board of directors of Chrysler Group LLC in the US$4.35 billion acquisition by Fiat S.p.A. (Italy) of the remaining 41.5 percent stake in Chrysler that it did not already own;
- Cobham plc (United Kingdom) in its $1.5 billion acquisition of Aeroflex Holding Corp.;
- Classified Ventures, LLC and its selling members in connection with Classified Ventures’ $1.8 billion acquisition by Gannett Co., Inc.;
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The Coca-Cola Company in its:
- strategic partnership with Monster Beverage Corporation. As part of this partnership, Coca-Cola acquired a 16.7 percent stake in Monster for $2.15 billion; and
- US$1.25 billion acquisition of a 10 percent stake in Green Mountain Coffee Roasters, Inc.;
- Compuware Corporation in its $2.5 billion acquisition by Thoma Bravo LLC;
- Danaher Corporation in the US$2.6 billion merger of its communications business with NetScout Systems, Inc.; and as U.S. securities counsel in its US$2.2 billion acquisition of Nobel Biocare Holding AG (Switzerland) via a tender offer;
- Deutsche Bank AG in its $1.7 billion sale of The Cosmopolitan of Las Vegas, a hotel and casino, to Blackstone Real Estate Partners VII, L.P.;
- Dynegy Inc. in connection with the $3.45 billion acquisition of coal and gas generation assets in New England and the Midwest from Energy Capital Partners;
- Endurance Specialty Holdings Ltd. in its unsolicited $3.2 billion acquisition of Aspen Insurance Holdings Ltd. Both companies are based in Bermuda;
- Formation Capital, LLC in its $1 billion joint venture with NorthStar Realty Finance Corp. in which Formation and NorthStar simultaneously acquired six health care real estate portfolios, including 43 primarily private-pay senior housing facilities and 37 skilled nursing facilities, from investment partnerships and REITs owned and managed by Formation Capital and SAFANAD Limited (Switzerland);
- Government of Singapore Investment Corporation Pte. Ltd. (GIC) in its co-investment with Global Logistic Properties Limited (Singapore) to acquire IndCor Properties, Inc. from Blackstone Real Estate Advisors for US$8.1 billion;
- Hawaiian Electric Industries, Inc. (HEI) in its US$4.3 billion acquisition by NextEra Energy, Inc.;
- Hillshire Brands Company (formerly Sara Lee Corporation) in its $8.6 billion unsolicited acquisition by Tyson Foods, Inc.; and its announced, but subsequently terminated $6.6 billion acquisition of Pinnacle Foods Inc.;
- Jimmy Iovine and Andre Romelle Young (Dr. Dre) as controlling shareholders of Beats Electronics LLC in its $3 billion acquisition by Apple Inc.;
- Jos. A. Bank Clothiers Inc. in its unsolicited, but subsequently agreed upon, US$1.8 billion acquisition by The Men’s Wearhouse, Inc.;
- Longview Asset Management, LLC in connection with the US$8.7 billion acquisition of PetSmart, Inc. by a consortium led by BC Partners (United Kingdom);
- Mars, Incorporated in its $2.9 billion acquisition of the Iams, Eukanuba and Natura pet food brands from The Procter & Gamble Company;
- Merck KGaA (Germany) in its US$17 billion acquisition of Sigma-Aldrich Corporation;
- the supervisory and executive boards of Nutreco N.V. in its US$3.7 billion acquisition by SHV Holdings N.V. Both companies are based in the Netherlands;
- OAO Severstal (Russia) in the $2.3 billion sale of its subsidiaries Severstal Columbus, LLC and Severstal Dearborn, LLC to Steel Dynamics Inc. and AK Steel Corporation;
- Oiltanking Holding Americas, Inc. in the US$4.4 billion sale of its 65 percent limited partner interest in Oiltanking Partners L.P., as well as its 2 percent general partner interest and related incentive distribution rights, to Enterprise Products Partners L.P.;
- Osisko Mining Corporation in its $3.3 billion joint acquisition by Yamana Gold and Agnico Eagle Mines Limited; and in connection with a US$2.4 billion unsolicited bid from Goldcorp Inc.;
- Otsuka Pharmaceutical Co., Ltd. (Japan) in its US$3.5 billion acquisition of Avanir Pharmaceuticals, Inc.;
- Permira Funds (United Kingdom) in the US$3.5 billion sale of its portfolio company, Arysta LifeScience Limited (Ireland) to Platform Specialty Products Corporation;
- Permira Funds (United Kingdom) in its US$1.1 billion sale of its portfolio company, Renaissance Learning Inc. to Hellman & Friedman LLC;
- Pfizer Inc. in connection with its proposed £55 billion acquisition of AstraZeneca PLC (United Kingdom) through a newly formed U.K. holding company;
- Russell Investments, a subsidiary of Northwestern Mutual Life Insurance Company, in its $2.7 billion acquisition by the London Stock Exchange Group plc;
- SanDisk Corporation in its $1.1 billion acquisition of Fusion-io, Inc.;
- Select Income REIT in its $3 billion acquisition of Cole Corporate Income Trust, Inc.;
- Sensata Technologies Holding N.V. (the Netherlands) in the $1 billion acquisition by its wholly owned indirect subsidiary Sensata Technologies B.V. of Schrader International, Inc. from Madison Dearborn Partners, LLC;
- Signet Jewelers Limited (Bermuda) in the tax structuring of its US$1.4 billion bid to acquire Zale Corporation;
- State Farm Mutual Automobile Insurance Company and certain of its affiliates in connection with the US$1.5 billion sale of its Canadian property, casualty and life insurance businesses, as well as its Canadian mutual fund, loan and living benefits companies, to affiliates of Desjardins Group (Canada);
- SunEdison, Inc. and TerraForm Power, Inc. in the financing of their proposed US$2.4 billion acquisition of First Wind Holdings, Inc.;
- the independent members of the board of directors of Time Warner Cable Inc. in its US$45 billion acquisition by Comcast Corporation. Skadden previously represented the independent members of the board of directors of Time Warner Cable Inc. in connection with a US$61 billion unsolicited bid from Charter Communications, Inc.;
- TPG Capital, L.P. in its US$1.5 billion acquisition of The Warranty Group, Inc.;
- Valeant Pharmaceuticals International, Inc. (Canada) in its proposed unsolicited $46 billion acquisition of Allergan Inc.;
- Video Gaming Technologies, Inc. in its $1.3 billion acquisition by Aristocrat Leisure Ltd. (Australia);
- Visteon Corporation in the US$3.6 billion sale of its 70 percent stake in Halla Visteon Climate Control Corp. (South Korea) to an affiliate of Hahn & Company (South Korea) and Hankook Tire Co., Ltd. (South Korea);
- The Vitol Group in its US$2.6 billion acquisition of the Australian downstream businesses of Royal Dutch Shell plc. Both companies are based in the Netherlands;
- Wilton Re Holdings Limited (Bermuda) in its US$1.8 billion acquisition by Canada Pension Plan Investment Board;
- Wisconsin Energy Corp. in its $9.1 billion acquisition of Integrys Energy Group, Inc. The combined company will be named WEC Energy Group, Inc.;
- XL Group plc (Ireland) in its initially unsolicited, but subsequently agreed upon, US$4.1 billion acquisition of Catlin Group Ltd. (Bermuda); and
- Youku Tudou Inc. in a $1.2 billion investment by Alibaba Capital Partners and Yunfeng Capital. All three companies are based in China.
2013
- Actavis, Inc. with the antitrust aspects of its US$8.5 billion acquisition of Warner Chilcott plc (Ireland);
- Algeta ASA (Norway) in its US$2.9 billion acquisition by a subsidiary of Bayer Nordic SE (Finland);
- Activision Blizzard, Inc. in its US$8.2 billion separation from Vivendi S.A. (France) into an independent company;
- Altimo Holdings & Investments Ltd. (Russia) in connection with its US$1.8 billion tender offer for an approximately 49 percent stake in Orascom Telecom Holding S.A.E. (Egypt);
- Assicurazioni Generali S.p.A. (Italy) in connection with the English and Russian law aspects of its US$3.3 billion acquisition of the 49 percent stake in Generali PPF Holding B.V. (Czech Republic), its joint venture with PPF Group N.V. (the Netherlands), that Generali does not already own;
- BlackBerry Limited (Canada) in its US$1 billion private placement of 6% unsecured subordinated convertible debentures to Fairfax Financial Holdings Limited (Canada), Qatar Holding LLC and other institutional investors;
- Boise Cascade Company in its $1.9 billion acquisition by Packaging Corporation of America;
- CF Industries Holdings, Inc. in the $1.4 billion sale of its phosphate business to The Mosaic Company;
- China Petroleum & Chemical Corporation (Sinopec Corp.) with the U.S. law aspects of its US$3 billion joint venture with its parent company, China Petrochemical Corporation (Sinopec Group), to acquire the equity interests of certain overseas oil and gas assets owned by Sinopec Group;
- CIGNA Corporation in an agreement with Berkshire Hathaway Life Insurance Company of Nebraska to reinsure CIGNA’s run-off guaranteed minimum death benefits and guaranteed minimum income benefits businesses for a reinsurance premium of approximately $2.2 billion;
- CommonWealth REIT in its evaluation and rejection of a US$2.9 billion unsolicited offer from Corvex Management LP and Related Fund Management, LLC;
- Devon Energy Corporation in its $6 billion acquisition of the Eagle Ford assets of GeoSouthern Energy Corporation;
- Doughty Hanson & Co. (United Kingdom) in its US$1.4 billion sale of Vue Entertainment Ltd. (United Kingdom) to Alberta Investment Management Corporation (Canada) and OMERS Private Equity (Canada);
- EnergySolutions, Inc., a nuclear services company, in its $1.1 billion acquisition by a subsidiary of Energy Capital Partners II, LLC, a private equity firm;
- Frontier Communications Corporation in its $2 billion acquisition of the wireline business and fiber network in Connecticut of AT&T, Inc.;
- Gardner Denver, Inc., a manufacturer of industrial equipment, in its $3.9 billion acquisition by Kohlberg Kravis Roberts & Co., a private equity firm;
- Gentium S.p.A in its US$1 billion acquisition by Jazz Pharmaceuticals Italy S.r.l. Both companies are based in Italy;
- Holiday Acquisition Holdings LLC, an affiliate of HRC Investors Corp., in: its $1 billion sale of a portfolio of 52 senior housing properties to Newcastle Investment Corp.;
- JLL Partners in its joint venture with Royal DSM (the Netherlands) to acquire Patheon Inc. (Canada) for US$1.3 billion;
- JLL Partners in the $1.4 billion sale, along with Oak Investment Partners L.P., of Netspend Holdings, Inc. to Total System Services, Inc.;
- Joh. A. Benckiser GmbH (Germany) as the lead investor in its US$9.8 billion acquisition D.E Master Blenders 1753 N.V. (the Netherlands);
- the independent directors of the board of directors of The Jones Group Inc. in its $1.2 billion acquisition by Sycamore Partners;
- Jos. A. Bank Clothiers Inc. in its proposed unsolicited US$1.5 billion acquisition by The Men’s Wearhouse, Inc.
- LSI Corporation in its US$6.6 billion acquisition by Avago Technologies Limited (Singapore);
- MetLife, Inc. in its US$2 billion acquisition of AFP Provida S.A., a private pension fund administrator in Chile, from Banco Bilbao Vizcaya Argentaria, S.A. (Spain);
- Mylan, Inc. in its US$1.6 billion acquisition of Agila Specialties Private Limited (India) from Strides Arcolab Limited (India). All three companies are pharmaceutical manufacturers;
- National Financial Partners Corp. in its US$1.3 billion acquisition by Madison Dearborn Partners, LLC;
- Nokia Corporation (Finland) in the US$7.1 billion sale of its devices and services business to Microsoft Corporation;
- OfficeMax Incorporated in its $1.2 billion merger-of-equals with Office Depot, Inc.;
- Permira Advisers Ltd. (United Kingdom), along with a group of Canadian investors, in their US$1.1 billion acquisition of Atrium Innovations Inc. (Canada);
- Pfizer, Inc. in the carve-out of its Animal Health business into a separate publicly traded company called Zoetis Inc. via a $2.6 billion initial public offering of Class A common stock, as well as in the proposed US$13 billion split-off of its remaining 80 percent interest in Zoetis Inc. through an exchange offer;
- Rockwood Holdings, Inc. with the antitrust aspects of the $1.3 billion sale of its titanium dioxide pigments and four other non-strategic businesses to Huntsman Corporation;
- SeaCube Container Leasing Ltd., a portfolio company of Fortress Investment Group LLC, in its US$1.7 billion Bermuda amalgamation with an affiliate of Ontario Teachers’ Pension Plan’s (Canada) Long-Term Equities group;
- SHFL Entertainment, Inc. in its US$1.3 billion acquisition by Bally Technologies, Inc.;
- the board of directors of Spartan Stores Inc. in its $1.3 billion merger with Nash Finch Co.;
- Stryker Corporation in its $1.7 billion acquisition of MAKO Surgical Corp.;
- Sumitomo Mitsui Banking Corporation (Japan) in its US$1.1 billion acquisition of Flagship Rail Services, LLC;
- Theravance Inc. in a US$1 billion royalty participation agreement with Elan Corporation, plc (Ireland) under which Elan will purchase a 21 percent participation interest in future royalty payments related to four respiratory programs;
- Thomas Properties Group Inc. in its $1.2 billion stock-for-stock merger with Parkway Properties Inc.;
- The Travelers Companies, Inc. in its US$1.1 billion acquisition of The Dominion of Canada General Insurance Company from E-L Financial Corp. Ltd. (Canada);
- the unsecured creditors’ committee of AMR Corporation, the parent company of American Airlines Inc., in the company’s $11 billion merger with US Airways Group, Inc. as part of AMR’s Chapter 11 reorganization;
- Valeant Pharmaceuticals International, Inc. (Canada) in its US$8.7 billion acquisition of Bausch & Lomb Holdings Incorporated;
- Vanguard Health Systems Inc. in its US$4.3 billion acquisition by Tenet Healthcare Corp.;
- ViroPharma Inc. in its US$4.2 billion acquisition by Shire plc (Ireland);
- Visteon Corporation in the US$1.5 billion sale of its 50 percent stake in Yanfeng Visteon Automotive Trim Systems Co., Ltd., a joint venture between Visteon and Huayu Automotive Systems Co., Ltd. (HASCO), to HASCO. Both Yanfeng and HASCO are based in China;
- Westfield Group, a developer and manager of real estate and shopping malls in Australia, in its US$1.3 billion joint venture with O’Connor Capital Partners. This transaction included Westfield’s sale of a 49.9 percent stake in six shopping centers in Florida to O’Connor Capital;
- WMS Industries Inc., a manufacturer of electronic gaming machines and video lottery terminals, in its $1.5 billion acquisition by Scientific Games Corporation, a supplier of instant-win lottery tickets and a manufacturer of lottery terminals; and
- Yahoo! Inc. in its $1.1 billion acquisition of Tumblr, Inc.
Financial Advisor and Other Nonprincipal Representations
2017
- The Goldman Sachs Group, Inc. as financial advisor to the transaction committee of the board of directors of Reynolds American Inc. in its US$49 billion acquisition by British American Tobacco p.l.c (United Kingdom) of the remaining stake in Reynolds that is does not already own; and
- Goldman, Sachs & Co. as financial advisor to Nimble Storage, Inc. in its US$1 billion acquisition by Hewlett Packard Enterprise Company;
2016
- BofA Merrill Lynch and RBC Capital Markets as financial advisors to Potash Corporation of Saskatchewan Inc. in connection with Potash’s $36 billion merger-of-equals with Agrium Inc. (Canada);
- Centerview Partners LLC as financial advisor to Diamond Resorts International, Inc. in its $2.2 billion acquisition by Apollo Global Management, LLC;
- Evercore Group L.L.C. as financial advisor to Virgin America Inc. in its $4 billion acquisition by Alaska Air Group, Inc.;
-
Evercore Partners, Inc. as financial advisor to:
- Brocade Communications Systems Inc. in its $1.2 billion acquisition of Ruckus Wireless, Inc. and in its $5.5 billion acquisition by Broadcom Limited; and
- Virgin America Inc. in its $4 billion acquisition by Alaska Air Group, Inc.;
2015
-
Bank of America Merrill Lynch as financial advisor to:
- Fidelity National Information Services, Inc. in its $9.1 billion acquisition of SunGard Data Systems Inc.; and
- Hypermarcas S.A. (Brazil) in connection with its $1 billion sale of its beauty and personal care business;
- Citigroup Inc. as financial advisor to Neptune Orient Lines Limited (Singapore) in its proposed, unsolicited $2.4 billion acquisition by CMA CGM S.A. (France);
-
Credit Suisse as financial advisor to:
- PartnerRe Ltd. in its US$11 billion merger-of-equals with AXIS Capital Holdings Limited. Both companies are based in Bermuda; and
- Tokio Marine Holdings Inc. (Japan) in its US$7.5 billion acquisition of HCC Insurance Holdings Inc.;
-
Goldman, Sachs & Co. as financial advisor to:
- Liberty Global plc (United Kingdom) in its proposed $5.3 billion acquisition of Cable & Wireless Communications Plc (United Kingdom);
- Iron Mountain Incorporated in its US$2.6 billion acquisition of Recall Holdings Limited (Australia);
- Cardinal Health, Inc. in its US$1.9 billion acquisition of the Cordis business of Johnson & Johnson;
- Merge Healthcare Incorporated in its $1 billion acquisition by International Business Machines Corporation;
- Schlumberger Limited in its $14.8 billion acquisition of Cameron International Corporation; and
- Stericycle, Inc. in its $2.3 billion acquisition of Shred-it International Inc. (Canada);
- Greenhill & Co. LLC as financial advisor to MeadWestvaco Corporation in its US$16 billion acquisition by Rock-Tenn Company;
- Guggenheim Securities, LLC as financial advisor to Thoratec Corp. in its $3.4 billion acquisition by St. Jude Medical Inc.;
-
J.P. Morgan Securities LLC as financial advisor to:
- Equinix, Inc. in its $3.6 billion acquisition of Telecity Group plc (United Kingdom); and
- United Technologies Corporation in its $9 billion sale of Sikorsky Aircraft Corporation to Lockheed Martin Corporation; and
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Morgan Stanley as financial advisor to:
- Constant Contact Inc. in its $1.1 billion acquisition by Endurance International Group Inc.; and
- Dialog Semiconductor Plc (United Kingdom) in its $4.6 billion acquisition of Atmel Corporation.
2014
- Citigroup Inc. as financial advisor to Tim Hortons Inc. (Canada) in its $11 billion acquisition by Burger King Worldwide, Inc.;
- Deutsche Bank AG as financial advisor to Hittite Microwave Corporation in its $2 billion acquisition by Analog Devices, Inc.;
- The Goldman Sachs Group, Inc. as financial advisor to Safeway Inc. in its US$9 billion acquisition by a group led by Cerberus Capital Management, L.P.;
-
Goldman, Sachs & Co. as financial advisor to:
- NewPage Holdings Inc. in its US$1.4 billion acquisition by Verso Paper Corp.;
- Talisman Energy Inc. (Canada) in its US$8.3 billion acquisition by Repsol, S.A. (Spain);
- Greenhill & Co. LLC as financial advisor to Cerner Corporation in its $1.3 billion acquisition of the assets of the Siemens Health Services business of Siemens AG (Germany);
- Greenhill & Co. LLC and Cenkos Securities plc as financial advisors to the management buy-in team of The Automobile Association Limited (The AA) (United Kingdom) in the proposed $2.4 billion acquisition of The AA via an accelerated initial public offering on the London Stock Exchange;
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JPMorgan Chase & Co. as financial advisor to:
- International Rectifier Corporation in its $3 billion acquisition by Infineon Technologies AG (Germany); and
- Energen Corp. in its $1.6 billion sale of Alabama Gas Corporation (Alagasco) to The Laclede Group, Inc.;
- J.P. Morgan Securities LLC as financial advisor to Perrigo Company plc (Ireland) in its US$4.5 billion acquisition of Omega Pharma NV (Belgium);
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Lazard Ltd. as financial advisor to Google Inc. in:
- its US$2.9 billion sale of Motorola Mobility Holdings, Inc. to Lenovo Group Limited (China); and
- its US$3.2 billion acquisition of Nest Labs, Inc.; and
- Zaoui & Co. LLP as financial advisor to GlaxoSmithKline plc (United Kingdom) in its joint venture with Novartis AG (Switzerland) to combine their consumer health care businesses. As part of this transaction, GlaxoSmithKline acquired Novartis’ global vaccines division for $5.3 billion and sold its oncology business to Novartis for $16 billion.
2013
- Bank of America Merrill Lynch as financial advisor to Salesforce.com, Inc. in its US$2.5 billion acquisition of ExactTarget, Inc.;
- Barclays plc as financial advisor to Smithfield Foods, Inc. in its US$4.7 billion acquisition by Shuanghui International Holdings Limited (China);
- Citibank, N.A. as advisor to Petróleo Brasileiro S.A. (Petrobras) in its US$2.7 billion sale of Petrobras Energia Peru S.A. to CNPC Exploration and Development Co., Ltd. (China);
- Goldman Sachs Group, Inc. as financial advisor to Telefónica, S.A. (Spain) in its US$3.3 billion sale of a 66 percent stake in Telefónica Czech Republic AS to PPF Group N.V. (the Netherlands);
- Goldman, Sachs as financial advisor to PPG Industries Inc. in the US$1.7 billion sale of its 51 percent stake in Transitions Optical, Inc. (a joint venture between PPG Industries and Essilor International SA) to Essilor International (France); and
- Nomura Holdings, Inc. as financial advisor to Grifols, S.A. (Spain) in its US$1.7 billion acquisition of the diagnostics unit of Novartis AG (Switzerland);
2017
- The AES Corporation and Alberta Investment Management Corporation (AIMCO) (Canada) in their US$853 million acquisition of FTP Power LLC (sPower);
- Air Products and Chemicals, Inc. in its proposed, but terminated, unsolicited acquisition of Yingde Gases Group Company Limited (Hong Kong);
- The special committee of the board of trustees of Brookfield Canada Office Properties (BOX) in connection with the proposal by Brookfield Property Partners L.P. (BPY) (Bermuda) to acquire all of the units of BOX that BPY and its affiliates do not already own;
- Ceva Sante Animale S.A. (France) in its acquisition of certain assets of the animal health portfolio of Sanofi (France) as part of Sanofi's business swap with Boehringer Ingelheim GmbH (Germany);
- Citigroup Inc. in the sale of the customer portfolio of its merchant acquiring business in 11 Asia Pacific markets to Wirecard AG (Germany);
- Fortress Investment Group LLC in its US$3.3 billion acquisition by SoftBank Group Corp. (Japan);
- The venture investment arm of gumi Inc. (Japan) in its joint venture with Nordisk Film A/S (Denmark) to form a virtual and augmented reality incubator called Nordic VR Startups;
- Merrimack Pharmaceuticals, Inc. in the US$1 billion sale of its cancer treatment drugs ONIVYDE, including U.S. commercialization rights and its licensing agreement with Shire plc (Ireland), and generic DOXIL to Ipsen S.A. (France);
- Nippon Shokubai Co., Ltd. (Japan) in its acquisition of Sirrus, Inc.;
- Old Mutual plc (United Kingdom) in its US$446 million sale of a 25 percent stake in OM Asset Management plc (United Kingdom) to HNA Capital US, a subsidiary of HNA Capital Group Co., Ltd. (China);
- OMERS Private Equity (Canada) in its US$1 billion investment in Allied World Assurance Company Holdings, AG (Switzerland);
- Recon Holding (China) in its US$100 million acquisition of a 51 percent stake in Millennium Films, Inc.;
- SL Green Realty Corp. in its US$525 million sale of a 29 percent stake in One Vanderbilt Avenue to National Pension Service (South Korea) and Hines Interests Limited Partnership;
- SunEdison, Inc. in its US$2.5 billion sale of TerraForm Global, Inc. and a 51 percent stake in TerraForm Power, Inc. to Brookfield Asset Management Inc. (Canada);
- The Travelers Companies, Inc. in its US$490 million acquisition of Simply Business (United Kingdom) from Aquiline Capital Partners LLC;
- Validus Holdings, Ltd. (Bermuda) in its US$128 million acquisition of the crop risk services business of Archer-Daniels-Midland Company; and
- Veritas Capital in its US$755 million acquisition of the capital services business of Chicago Bridge & Iron Company N.V. (the Netherlands);
2016
- 21st Century Fox, Inc. (as co-counsel) with the English law aspects of its $14.8 billion acquisition of the remaining stake in Sky plc (United Kingdom) it does not already own;
- Abercrombie & Kent Group of Companies S.A. in the acquisition of a majority stake by Zhonghong Holding Co., Ltd. (China);
- Affidea Group (the Netherlands) in its acquisition of Hiperdia S.A. (Romania);
- Affiliated Managers Group in its acquisition of an equity interest in Baring Private Equity Asia (Hong Kong);
- Air Products and Chemicals, Inc. in its $3.8 billion sale of the performance materials division of its materials technologies segment to Evonik Industries AG (Germany);
- AmBev S.A. (Brazil) in the transfer of its businesses in Colombia, Peru and Ecuador to Anheuser-Busch InBev SA/NV (Belgium) in exchange for SABMiller plc’s (United Kingdom) business in Panama;
- Anbang Insurance Group Co., Ltd. (China) as lead member of an investor group in its proposed, but terminated, $14 billion acquisition of Starwood Hotels & Resorts Worldwide Inc.;
- Annapurna Therapeutics SAS (France) in its acquisition by Avalanche Biotechnologies, Inc.;
- Apex Technology Co., Ltd. (China) as a member of a buyer consortium in its $4 billion acquisition of Lexmark International Inc. This was the second largest outbound acquisition in the technology sector ever done by a Chinese investor, and the third largest U.S. public takeover ever done by a Chinese investor;
- BA Glass BV (the Netherlands) in its $1 billion joint acquisition with CVC Capital Partners Limited (United Kingdom) of Anchor Glass Container Corporation from KPS Capital Partners, LP;
- Ball Corporation and Rexam PLC (United Kingdom) in the $3.4 billion sale of select metal beverage can assets, support locations and functions in Europe, Brazil and the United States to Ardagh Group S.A. (Luxembourg);
- Banco BTG Pactual S.A. (Brazil) in its sale of BSI S.A. (Switzerland) to EFG International AG (Switzerland) and in its $235 million sale of Ariel Re (Bermuda) to Argo Group International Holdings, Ltd. (Bermuda);
- Baxter International Inc. in connection with the initially unsolicited, but subsequently agreed upon, $32 billion combination of Baxalta Incorporated and Shire plc (Ireland);
- Becton, Dickinson and Company in its $500 million sale of a 50.1 percent stake in its respiratory solutions business to funds advised by Apax Partners LLP (United Kingdom) and formation of a joint venture with Apax that will operate as a new, independent company;
- BioClinica, Inc. and its equity holders in the sale of BioClinica to Cinven Limited (United Kingdom);
- Boral Limited (Australia) in its $2.6 billion acquisition of Headwaters Incorporated;
- BRF S.A. (Brazil) in its acquisition of a 70 percent stake in FFM Further Processing Sdn Bhd (Malaysia);
- By Kilian SAS (France) in its acquisition by The Estée Lauder Companies Inc.;
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Citigroup Inc. in:
- the $220 million sale of its consumer banking business in Brazil to Itaú Unibanco Holding S.A. (Brazil);
- the sale of its consumer banking business in Argentina to Banco Santander Rio S.A. (Argentina);
- the proposed sale of its consumer banking operations in Brazil, Argentina and Colombia. The operations will be transferred to Citi Holdings;
- the sale of its institutional prepaid card services to Wirecard AG (Germany); and
- the sale of Financial Reassurance Company 2010, Ltd. (Bermuda) to a subsidiary of Munchener Ruckversicherungs-Gesellschaft Aktiengesellschaft (Germany);
- Criteo S.A. (France) in its acquisition of HookLogic, Inc.;
- Ctrip.com International, Ltd. (China) in its $1.7 billion acquisition of Skyscanner Holdings Limited (United Kingdom);
- Delta Galil Industries, Ltd. (Israel) in its acquisition of the contemporary premium brands business of V.F. Corporation;
- Deutsche Bank AG in the sale of its Mexican banking and securities units to Investa Bank, S.A., Institución de Banca Múltiple (Mexico);
- Didi Chuxing (Hangzhou Kuaizhi Technology Co., Ltd.) (China) in its acquisition of UberChina from Uber Technologies Inc.;
- Doughty Hanson & Co. (United Kingdom) in its $1.65 billion sale of LM Wind Power A/S (Denmark) to General Electric Company;
- Duke Energy Corporation in two transactions totaling $2.4 billion: the $1.2 billion sale of its Brazilian business to China Three Gorges Corporation and the $1.2 billion sale of its international businesses in Peru, Chile, Ecuador, Guatemala, El Salvador and Argentina to I Squared Capital Advisors, LLC;
- Endurance Specialty Holdings Ltd. (Bermuda) in its pending $6.3 billion acquisition by SOMPO Holdings, Inc. (Japan);
- Equistone Partners Europe GmbH (United Kingdom) in its sale of Konrad Hornschuch AG (Germany) to Benecke-Kaliko AG (Germany);
- a buyer consortium consisting of affiliates of Forebright Capital Management Ltd. (Hong Kong) in its $99 million going-private acquisition of Jinpan International Limited (China);
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F.I.L.A. - Fabbrica Italiana Lapis ed Affini S.p.A. (Italy):
- in its acquisition of Daler-Rowney Limited (United Kingdom); and
- in its proposed, unsolicited acquisition of Canson Group (France) from Groupe Hamelin S.A. (France);
- a consortium of investors including GL Capital Management Limited (Hong Kong), Jade Park Investments Ltd. (Cayman Islands), Bank of China Group Investment Ltd. (Hong Kong) and ABG Management Ltd (Cayman Islands) in its proposed, unsolicited going-private acquisition of SciClone Pharmaceuticals, Inc.;
- Global Brands Group Holding Limited (Hong Kong) in its joint venture with CAA Brand Management, LLC to form one of the world’s largest global brand management companies;
- Grupo Ferrer Internacional, S.A. (Spain) in its acquisition of Alexza Pharmaceuticals Inc.;
-
gumi Inc. (Japan) in its:
- investment in VR Fund, L.P. and its joint venture with Marco DeMiroz and Tipitat Chennavasin, the fund’s founders, to invest in early stage virtual reality companies; and
- joint venture with YJM Entertainment Co., Ltd. (South Korea) to create a new company called Seoul VR Startups Co. Ltd.;
- Hexcel Corp. in its acquisition of the remaining 50 percent stake in Formax (UK) Limited it did not already own;
- Horus Real Estate Fund (the Netherlands) in its acquisition of Morton Group (Russia);
- IAC/InterActiveCorp in its proposed acquisition of MyHammer Holding AG (Germany);
- IDEX Corporation in its $240 million acquisition of SFC Koenig AG (Switzerland);
-
Jacobs Douwe Egberts B.V. (Netherlands):
- and its subsidiary Koninklijke Douwe Egberts B.V. (the Netherlands) in the $249 million sale of trademarks licensed to Ajinomoto General Foods, Inc. (Japan) to Ajinomoto Co. Inc. (Japan)
- in its proposed $1.1 billion acquisition of Super Group Ltd. (Singapore); and
- in a joint venture with Hillhouse Capital Management, Ltd. (China), which will focus on marketing and selling coffee, tea products and appliances to retail, wholesale, e-commerce, and out-of-home customers in China, Hong Kong, Macau and Taiwan;
- Janus Capital Group, Inc. in its merger-of-equals with Henderson Group plc (United Kingdom) to form a new company called Janus Henderson Global Investors plc;
- J.P. Morgan Asset Management, Inc. in its acquisition of an additional 48 percent stake in Sonnedix Power Holdings Ltd., its joint venture company with Sonnedix Management Services Ltd. (Italy);
- J.W. Childs Associates, L.P. in its $333 million sale of Esselte Group Holdings AB (Luxembourg) to ACCO Brands Corporation;
- Konecranes plc (Finland) in its $1.3 billion acquisition of the material handling and port solutions business of Terex Corporation;
- The special committee of the board of directors of KongZhong Corp. (China) in its $299 million going-private acquisition by an investor consortium led by Leilei Wang, chairman and chief executive officer of the company;
- LANXESS AG (Germany) in its $2.5 billion acquisition of Chemtura Corporation;
- Leshi Internet Information & Technology Corp., Beijing (LeEco) in its $2 billion acquisition of VIZIO, Inc.;
- LetterOne Holdings S.A. (Luxembourg) in its $200 million investment in Uber Technologies, Inc.;
- Liberty Mutual Insurance Company in its $3 billion acquisition of Ironshore Inc. (Bermuda) from Fosun International Limited (China);
- Macrocure Ltd. (Israel) in its acquisition by Leap Therapeutics, Inc.;
- MISA Investments Limited (Bermuda), the parent company of Viking Cruises, Ltd., in its $500 million sale of a 17 percent stake to TPG Capital, L.P. and Canada Pension Plan Investment Board;
- an affiliate of M&G Real Estate (United Kingdom) in its sale of an office building located at 580 California Street in San Francisco, California;
- Nippon Steel and Sumitomo Metal Corporation (Japan) in its acquisition of a stake in Vallourec SA (France) as part of Vallourec’s $1.1 billion capital increase;
- NXP Semiconductors N.V. (the Netherlands) in its $47 billion acquisition by Qualcomm Incorporated. This is the largest-ever semiconductor deal;
- Pamplona Capital Management LLC (United Kingdom) in its acquisition of VText Holdings, Inc.;
- A company backed by Permira Funds (United Kingdom) in its $1.5 billion sale of Intelligrated Inc. to Honeywell International Inc.;
- Permira Funds (United Kingdom) in its $336 million acquisition of a majority stake in John Masters Organics, Inc.;
- Phoenix Group Holdings (Channel Islands) in its $1.2 billion acquisition of Abbey Life Assurance Company Limited (United Kingdom) from Deutsche Bank AG;
- Reichhold, Inc. in its merger with Polynt Group sarl (Italy);
- Ritchie Bros. Auctioneers Incorporated (Canada) in its $759 million acquisition of IronPlanet, Inc.;
- Samsung Electronics Co. Ltd. (South Korea) in its acquisition of NewNet Communication Technologies (Canada), Inc.;
- The Saudi Arabian Public Investment Fund in its $3.5 billion investment in Uber Technologies, Inc.;
- Spectra Energy Corp. with the tax aspects of its $28 billion merger with Enbridge Inc. (Canada);
- Shandong Hongda Mining Co., Ltd. (China) in its $300 million acquisition of Jagex Ltd. (United Kingdom);
- Sumitomo Mitsui Banking Corporation (Japan) in its $3.4 billion acquisition of American Railcar Leasing LLC from Icahn Enterprises L.P.;
- Tahoe Investment Group Co., Ltd. (China) in its proposed $100 million going-private acquisition of Alliance HealthCare Services Inc.;
- Tobira Therapeutics, Inc. as co-counsel in its $1.7 billion acquisition by Allergan plc (Ireland);
- Tumi Holdings, Inc. in its $1.8 billion acquisition by Samsonite International S.A. (Luxembourg);
- TrustBridge Partners (China) in its acquisition of Holiday House, Inc.;
- Wendel (France) and its portfolio company AlliedBarton Security Services LLC in AlliedBarton’s merger with Universal Services of America, Inc. The combined company will be named AlliedUniversal;
- The WhiteWave Foods Company in its $12.5 billion acquisition by Danone (France);
- Xiaomi, Inc. (China) in its acquisition of a portfolio of more than 300 patents from Intel Corporation; and
- XIO Group (United Kingdom) in its $1.1 billion acquisition of J.D. Power and Associates, Inc. from McGraw Hill Financial, Inc.
2015
- Amadeus IT Holding SA (Spain) in its $830 million acquisition of Navitaire LLC (Ireland);
-
Apax Partners LLP (United Kingdom) in:
- the US$800 million acquisition by Apax-advised funds of Quality Distribution, Inc.; and
- its acquisition of a controlling interest in FULLBEAUTY Brands, Inc.;
- Ares Life Sciences AG (Switzerland) in the acquisition by its portfolio company Stallergenes S.A. (France) of Greer Laboratories, Inc.;
- Baihe Network Co., Ltd. (China) in the $250 million acquisition by its wholly owned subsidiaries LoveWorld Inc. (Cayman Islands) and FutureWorld Inc. (China) of Jiayuan.com International Ltd (China);
-
Ball Corporation in:
- its proposed US$8.4 billion acquisition of Rexam PLC (United Kingdom); and
- its acquisition of the remaining 39.9 percent stake in Latapack-Ball Embalagens Ltda. (Brazil), its joint venture with Latapack S.A. (Brazil);
- Banco BBM S.A. (Brazil) in its sale of a majority stake to Bank of Communications Co., Ltd. (China);
- BlackRock, Inc. in its acquisition of Infraestructura Institucional S. de R.L. de C.V. (Mexico);
- Broadcom Corporation in its US$37 billion acquisition by Avago Technologies Limited (Singapore);
- the buyer group consisting of Mr. Baofang Jin, chairman and chief executive officer of JA Solar Holdings Co., Ltd. (China), and Jinglong Group Co., Ltd. (British Virgin Islands) in its proposed going-private acquisition of JA Solar;
- Buzzfeed, Inc. in its joint venture with Yahoo Japan Corporation to launch a Japanese-language version of the site;
-
Capgemini S.A. (France) in:
- its US$4 billion acquisition of iGate Corporation; and
- its acquisition of an additional 22 percent stake in CPM Braxis S/A (Brazil);
- The Carlyle Group LP in its equity investment in Rede D’Or São Luiz S.A. (Brazil);
-
CF Industries Holdings, Inc. in its:
- $580 million acquisition of the remaining 50 percent stake it does not already own in GrowHow UK Group Limited, its joint venture with Yara International ASA (Norway); and
- $8 billion acquisition of the European, North American and global distribution businesses of OCI N.V. (the Netherlands);
- Chartwell Retirement Residences (Canada) in its US$849 million sale of CSH Master Care USA Inc. to a joint venture between Brookdale Senior Living Inc. and HCP, Inc.;
- Cheung Kong (Holdings) Limited with the U.S. securities and regulatory aspects of its multi-step restructuring, which includes the acquisition of the remaining stake in publicly traded Hutchison Whampoa Limited it does not already own. As part of this transaction, the real estate and other assets of Cheung Kong and Hutchison Whampoa will be separated into two publicly traded companies, CK Property and CKH Holdings;
-
Citigroup Inc. in its sale of:
- a majority shares of Banco Citibank de El Salvador, S.A., Citi Tarjetas de El Salvador, S.A. de C.V., Seguros e Inversiones, S.A. (SISA) and other related companies to Grupo Terra S.A. de C.V. (Honduras);
- Banco Citibank de Nicaragua, S.A. and Cititarjetas de Nicaragua, S.A. to Banco Ficohsa (Honduras);
- its consumer credit card and consumer banking business in Guatemala to Promerica Financial Corporation (Panama); and
- its retail and commercial banking businesses in Panama and Costa Rica to Scotiabank (Canada);
- The Coca-Cola Company as selling shareholder in the $13.9 billion sale of Keurig Green Mountain, Inc. to an investor group led by JAB Holding Company (Germany);
- Constellation Hotels Holding Limited (Luxembourg) in its acquisition of the Claridges, Berkeley and Connaught hotels;
- Corporation Service Company, Inc. in its acquisition of Koehler Group (Hong Kong);
- Coty Inc. in its $1 billion acquisition of the personal care and beauty business of Hypermarcas S.A. (Brazil);
- Crestview Partners, L.P. and Pine Brook Road Partners, LLC as founding investors in a US$1.5 billion equity capital raise by Fidelis Insurance Holdings Limited (Bermuda);
- Ctrip.com International, Ltd. (China) in its acquisition of a 70 percent stake in Travelfusion Ltd. (United Kingdom);
- Delta Galil Indtries Ltd. (Israel) in its acquisition of the P.J. Salvage brand and other assets of Loomworks Apparel, Inc.;
- Dermalogica, Inc. in its acquisition by Unilever plc (United Kingdom);
- Docusign, Inc. in its acquisition of the Trusted Documents and Transactions unit of Keynectis S.A. (France);
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Doughty Hanson & Co (United Kingdom) in:
- its sale of TV3 Television Network Limited (Ireland) to UPC Ireland B.V.;
- the €875 million sale of its stake in Eurofiber Nederland B.V. to funds managed by Antin Infrastructure Partners S.A.S. (France); and
- its sale of a 70 percent stake in Balta Industries N.V. (Belgium) to Lone Star Funds;
- DSV A/S (Denmark) in its $1.3 billion acquisition of UTi Worldwide Inc.;
- Endo International plc (Ireland) in its US$8.1 billion acquisition of Par Pharmaceutical Holdings, Inc.;
- the majority shareholders of Eurasia Drilling Company (Cyprus) in the US$1.7 billion acquisition of a 46 percent stake by Schlumberger Limited in a going-private transaction;
- Fidelity & Guaranty Life in its $1.6 billion acquisition by Anbang Insurance Group Co. Ltd. (China);
- Freescale Semiconductor, Ltd. and a private equity consortium including The Blackstone Group L.P., The Carlyle Group LP, Permira Funds (United Kingdom) and TPG Capital, L.P. in Freescale’s US$11.8 billion acquisition by NXP Semiconductors NV (the Netherlands);
- Gazit-Globe, Ltd. (Israel) in its US$261 million acquisition of an additional 14 percent stake in Atrium European Real Estate Limited (Channel Islands);
- GIC Pte Limited (Singapore) in its $5.4 billion joint venture with The Macerich Company;
- Gilead Sciences, Inc. in its collaboration with, and $425 million equity investment in, Galapagos NV (Belgium);
- Global Brands Group Holding Limited (Hong Kong) in its $130 million acquisition of substantially all of the assets of PS Brands, LLC;
- GoldStone Investment Co., Ltd. (China) as a member of a consortium, which includes Hua Capital Management Co., Ltd. (China) and CITIC Capital Holdings Limited (Hong Kong), in its US$1.9 billion acquisition of OmniVision Technologies, Inc.;
- a buyer group including Herman Guo Man, Dan Shao and Qing Xu in its going-private acquisition of AirMedia Group Inc. (China);
- Hatchtech Pty Ltd (Australia) in the sale of rights to its head lice product, Xeglyze, to Dr. Reddy’s Laboratories Ltd. (India);
- Have & Be Co., Ltd. (South Korea) in its sale of an interest to The Estee Lauder Companies Inc.;
- Hillenbrand, Inc. in its $108 million acquisition of ABEL GmbH & Co. KG (Germany) from Roper Technologies, Inc.;
- Horizon Pharma plc (Ireland) as co-counsel in its proposed, unsolicited $3 billion acquisition of DepoMed Inc.;
- IAC/InterActiveCorp and Match.com, L.L.C. in Match.com’s acquisition of Eureka, Inc. (Japan);
- Infigen Energy (Australia) in the $272.5 million sale of its U.S. wind business to Primary Wind Power, LLC;
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JAB Holding Co. (Germany):
- as co-counsel in its acquisition of Baresso Coffee A/S (Denmark); and
- in its acquisition of Espresso House Holding AB (Sweden) from Herkules Capital AS (Norway);
- the buyer group including Mr. Jun Lei, chairman of the board of YY Inc. (China), and Mr. David Xueling Li, director and chief executive officer, in its proposed $3.7 billion going-private acquisition of YY;
- Konecranes plc (Finland) in its combination with Terex Corporation to form a new company called Konecranes Terex plc;
-
LetterOne Holdings S.A. (Luxembourg) in its:
- $5.8 billion acquisition of the oil and gas unit of RWE AG (Germany);
- $725 million sale of DEA UK Holdings Limited to Ineos AG (Switzerland); and
- $1.6 billion acquisition of E.ON E&P Norge AS (Norway) from E.ON Beteiligungen GmbH (Germany);
- Lightning Investors Limited, an entity jointly owned by FMR LLC and FIL Limited (Bermuda), in its proposed acquisition of the remaining stake in Colt Group S.A. (Luxembourg) it does not already own;
- Mascotte Holdings Limited (Hong Kong) in the US$97 million acquisition by Evergrande Real Estate Group Limited (China) and Tencent Holdings Limited (China) of a 75 percent stake in Mascotte;
- the special committee of the board of directors of Mecox Lane Limited (China) in its evaluation of an unsolicited going-private acquisition proposal from a buyer group;
-
The Middleby Corporation in:
- its acquisition of the assets of Induc Commercial Electronics Co., Ltd. (China); and
- its $200 million acquisition of AGA Rangemaster Group plc (United Kingdom);
- Mitsui Engineering & Shipping Co., Ltd (Japan) in its $2.6 billion acquisition of 99.4 percent of the outstanding shares in TGE Marine AG (Germany);
- Murad, Inc. in its acquisition by Unilever plc. (United Kingdom);
- the board of directors of the stichting of Mylan N.V. (the Netherlands) in its exercise of a call over 50 percent of the voting share capital of Mylan;
- New Residential Investment Corp. in its US$1.4 billion acquisition of substantially all of the assets of Home Loan Servicing Solutions, Ltd. (Cayman Islands);
- Nikkei Inc. (Japan) in its $1.3 billion acquisition of Financial Times Group Ltd. (United Kingdom) from Pearson plc (United Kingdom);
-
Nokia Corporation (Finland) in:
- its joint venture with China Huaxin Post and Telecommunications Economy Development Centre to combine Nokia’s telecommunications infrastructure businesses in China and Alcatel-Lucent Shanghai Bell Co., Ltd.; and
- its US$16.6 billion combination with Alcatel-Lucent (France);
- NPS Pharmaceuticals, Inc. in its US$5.2 billion acquisition by Shire plc (Ireland);
- Oaktree Capital Management, L.P. and certain of its affiliates in the $102.5 million sale of a 51.5 percent stake in Alliance HealthCare Services, Inc. to Fujian Thaihot Investment Co., Ltd. (China);
- Pamplona Capital Management LLP in its $150 million PIPEs investment in Lumos Networks Corp.;
- Patheon Inc. (Canada) in its acquisition of IRIX Pharmaceuticals, Inc.;
- Permira Funds (United Kingdom) in its $765 million sale of Pharmaq A.S. (Norway) to Zoetis Inc.;
- Pinnacle Entertainment Inc. in the unsolicited, but subsequently agreed upon, $4.75 billion acquisition of substantially all of its real estate by Gaming and Leisure Properties, Inc.;
- Pfizer Inc. in its $160 billion combination with Allergan plc (Ireland);
- the special committee of the board of directors of Qihoo 360 Technology Co. Ltd. (China) in its proposed going-private acquisition by a consortium, including Mr. Zhou Hongyi, chairman and chief executive officer of Qihoo, CITIC Capital Securities Co., Ltd. (China), Golden Brick Capital (Hong Kong), China Renaissance Holdings Limited, and Sequoia Capital China;
- Representaciones e Investigaciones Médicas S.A. de C.V. (Rimsa) (Mexico) in its $2.3 billion acquisition by Teva Pharmaceutical Industries Limited (Israel);
- SanDisk Corp. in its 600 million joint venture with Toshiba Corporation (Japan) to construct and operate a new wafer fabrication facility in Japan;
- TAL International Group, Inc. in its merger-of-equals with Triton Container International Limited (Bermuda);
- TECO Energy, Inc. in its $10.4 billion acquisition by Emera, Inc. (Canada);
- The Travelers Companies, Inc. in its acquisition of a majority stake in the property casualty business of J. Malucelli Participações em Seguros e Resseguros S.A. (Brazil), its joint venture with Paraná Banco S.A. (Brazil);
- United Talent Agency, Inc. in its acquisition of The Agency Group Ltd. (United Kingdom);
-
Valeant Pharmaceuticals International, Inc. (Canada) in its:
- acquisition of Synergetics A, Inc.;
- $1 billion acquisition of Sprout Pharmaceuticals, Inc.; and
- $800 million acquisition of Mercury (Cayman) Holdings, the holding company of Amoun Pharmaceutical Company S.A.E. (Egypt);
- Vast Profit Holdings Limited (Hong Kong) in its proposed, unsolicited US$262 million going-private acquisition of Jiayuan.com International Ltd. (China);
- Veritas Capital in its acquisition of Standard Aero Holdings, Inc. (Canada) from Dubai Aerospace Enterprise (DAE) Ltd. (United Arab Emirates);
- WoWo Limited (China) in its acquisition of Join Me Group (HK) Investment Company Limited (JMU);
- XL Group plc (Ireland) in its pending US$4.2 billion recommended cash-and-stock acquisition of Catlin Group Limited (Bermuda); and
- the buyer consortium including Mr. Li Xiting, executive chairman of the board, president and co-chief executive officer of Mindray Medical International Limited (China), Mr. Xu Hang, chairman of the board, and Mr. Cheng Minghe, co-chief executive officer and chief strategic officer, in its unsolicited, but subsequently agreed upon, $3.3 billion going-private acquisition of Mindray Medical.
2014
- Archer Daniels Midland Company in its $3.1 billion acquisition of WILD Flavors GmbH (Switzerland);
- Ares Life Sciences AG (Switzerland) and Waypoint Capital in their acquisition of the remaining 30 percent stake in Euromedic International B.V. (the Netherlands) that they do not already own from Montagu Private Equity LLP (United Kingdom);
- the special committee of the Association of British Insurers as minority investor in Essar Energy plc (Mauritius) in a review of strategic alternatives in connection with Essar Global Fund Limited's proposed unsolicited acquisition of the 22 percent stake in Essar Energy it does not already own. Essar Global Fund Limited is based in India;
- Australian Government Future Fund in its acquisition of a 49 percent stake in a joint venture with Columbia Capital, LLC and Telcom Ventures LLC and the joint venture’s concurrent acquisition of wireless spectrum from Cox Communications, Inc.;
- Auxilium Pharmaceuticals Inc. in its acquisition of QLT Inc. (Canada). QLT will be renamed New Auxilium;
- Auxilium Pharmaceuticals Inc. in its initially unsolicited, but subsequently agreed upon, US$2.6 billion acquisition by Endo International plc (Ireland);
- BAIC Motor Co., Ltd. (China), a subsidiary of Beijing Automotive Group Co., Ltd., in its US$100 million investment in Atieva, Inc.;
- Baidu, Inc. (China) in its investment in Uber, Inc.;
- Bally Technologies, Inc. in its $100 million acquisition of Dragonplay Ltd. (Israel);
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Banco BTG Pactual S.A. (Brazil) in:
- its acquisition of Ariel Re (Holdings) Limited (Bermuda) from Global Atlantic Financial Group (Bermuda); and
- its $1.7 billion acquisition of BSI S.A. (Switzerland), the private banking group owned by Assicurazioni Generali S.p.A. (Italy);
- Baring Private Equity Asia (Hong Kong) in its $205 million sale of Net Japan Co., Ltd. to ORIX Corporation (Japan);
- British Columbia Investment Management Corporation (Canada) as part of an investor group including Macquarie Infrastructure and Real Assets and John Hancock Financial Corporation, in their US$4.7 billion acquisition of Cleco Corporation;
- the buyer consortium consisting of FNOF E&M Investment Limited, a company managed by Forebright Partners Limited (Hong Kong), and Mr. Li Zhiyuan, the chairman and chief executive officer of Jinpan International Limited (China), in its proposed US$146 million going-private acquisition of Jinpan International;
- Cementos Argos (Colombia) in its US$720 million acquisition of the Florida cement and concrete businesses of Vulcan Materials Company;
- China Huaxin Post and Telecommunications Economy Development Centre in its US$362 million acquisition of the Enterprise business of Alcatel-Lucent S.A. (France);
- Chiquita Brands International Inc. in its pending merger with Fyffes plc (Ireland) under an Irish corporation;
- Chiquita Brands International, Inc. in its initially unsolicited, but subsequently agreed upon, US$681 million acquisition by Sucocitrico Cutrale Ltda (Brazil) and Safra Group (Brazil);
- Chocoladefabriken Lindt & Spruengli AG (Switzerland) in its acquisition of Russell Stover Candies, Inc.;
- the independent directors of the board of directors of Chrysler Group LLC in the US$4.35 billion acquisition by Fiat S.p.A. (Italy) of the remaining 41.5 percent stake in Chrysler that it did not already own;
- Citigroup Inc. in connection with its sale of Banco Citibank de Honduras and Cititarjetas de Honduras to Banco Ficohsa (Honduras);
- Cobham plc (United Kingdom) in its $1.5 billion acquisition of Aeroflex Holding Corp.;
- Colony Capital Acquisitions LLC in its US$220 million acquisition of a portfolio of 113 mixed residential and commercial properties from Intesa Sanpaolo S.p.A. (Italy);
- a consortium consisting of Morgan Stanley Private Equity Asia affiliate MSPEA Gas Holdings Limited (Cayman Islands), Zhongyu Gas Holdings Limited (Hong Kong), and Mr. Yuchuan Liu, chairman and chief executive officer of Sino Gas International Holdings Inc. (China), in its $74 million going-private acquisition of Sino Gas;
- a consortium consisting of MSPEA Education Holding Limited (Cayman Islands), an affiliate of Morgan Stanley Private Equity Asia Limited, and certain existing shareholders of Noah Education Holdings Ltd., including Mr. Xu Dong, chairman of the company, in its $107 million going-private acquisition of Noah Education (China);
- Ctrip.com International, Ltd. (China) in its partnership with The Priceline Group Inc. in which Priceline invested $500 million in Ctrip.com through a convertible bond;
- Danaher Corporation as U.S. securities counsel in its US$2.2 billion acquisition of Nobel Biocare Holding AG (Switzerland) via a tender offer;
- Destination Maternity Corporation in its unsolicited $453 million acquisition proposal for Mothercare plc (United Kingdom);
- Doughty Hanson & Co. Real Estate (United Kingdom) in its sale of Massalia Shopping Mall SCI (France) to Klepierre SA (France) and a private co-investor;
- DPx Holdings B.V. (the Netherlands) in its acquisition of Gallus Biopharmaceuticals, LLC;
- Endo International plc (Ireland) in its acquisition of Grupo Farmaceutico Somar (Mexico); and its $575 million acquisition of DAVA Pharmaceuticals, Inc.;
- FCT Health Holdings, a company formed by Formation Capital, LLC, Audax Group, Inc., SAFANAD Limited (Switzerland), Health Care REIT, Inc. and National Hospice Holdings, LLC, in its acquisition of Hospice Compassus, Inc.;
- FMR LLC and FIL Limited (Bermuda) in their US$164 million sale of KVH Co., Ltd. (Japan) to Colt Group S.A. (Luxembourg);
- Forge Group Inc. in the sale of all of the financially distressed company’s issued and outstanding shares of capital stock to DRA International Limited (South Africa). This sale was part of the liquidation in Australia of Forge Group Limited, the parent company of Forge Group Inc.;
- Formation Capital LLC as sponsor and HCP, Inc. as lender in the US$763 million acquisition by an acquisition vehicle backed by Formation Capital of the NHP Group (United Kingdom);
- Formation Capital, LLC in its US$870 million acquisition of substantially all of the U.S. business of Extendicare Inc. (Canada);
- Fortune Dynasty Holdings Limited (Hong Kong), a joint venture between the Vitol Group (the Netherlands) and Daniel Chiu, in its acquisition of the remaining 43 percent stake in Fortune Oil plc (Hong Kong) it did not already own;
- Fortress Investment Group LLC in its US$363 million repurchase of a 12 percent stake from Nomura Holdings, Inc. (Japan), the holding company for Nomura Securities International, Inc.;
- Fresenius Kabi AG (Germany) in its joint venture with Sistema JSFC (Russia) and Zenitko Finance Management LLC (Russia) to combine Fresenius’ Russian business with CJSC Binnofarm (Russia). Zenitko will own a minority stake in the joint venture company;
- Global Indemnity plc (Ireland) in its US$114 million acquisition of American Reliable Insurance Company from Assurant, Inc.;
- Government of Singapore Investment Corporation Pte. Ltd. (GIC) in its co-investment with Global Logistic Properties Limited (Singapore) to acquire IndCor Properties, Inc. from Blackstone Real Estate Advisors for US$8.1 billion;
- Hanley Wood, LLC in its US$375 million sale of Hanley Wood Exhibitions, Inc. to Informa plc (United Kingdom);
- Huapont-Nutrichem Co., Ltd. (China) in its $220 million acquisition of a 20 percent stake in Albaugh, LLC;
- Hydro-Québec (Canada) in the sale of the Bucksport power plant to Verso Bucksport LLC, a subsidiary of Verso Paper Holdings, LLC;
- Imerys SA (France) in its US$652.8 million acquisition of S&B Industrial Minerals GmbH (Germany);
- Integrated Whale Media Investments (Hong Kong) in its acquisition of a majority stake in Forbes Media LLC;
- InterGen N.V. in its acquisition of a 50 percent stake in the 155-megawatt initial phase of the Energía Sierra Juárez wind project in Mexico from Infraestructura Energética Nova, S.A.B. de C.V. (IEnova) (Mexico), an affiliate of Sempra Energy. When completed, this will be the first cross-border wind project between Mexico and the U.S.;
- Joh. A. Benckiser GmbH (Germany) as controlling shareholder of D.E Master Blenders 1753 N.V. (the Netherlands) in connection with the combination of the coffee businesses of D.E Master Blenders and Mondelez International, Inc. The combined company will be called Jacobs Douwe Egberts and will be based in the Netherlands;
- Joh. A. Benckiser GmbH (Germany) in its US$374 million acquisition of Einstein Noah Restaurant Group, Inc.;
- LCY Chemical Corp. (Taiwan) in the US$700 million sale of its styrenic block copolymer business to Kraton Performance Polymers Inc.;
- Ms. Roberta Lipson, the chief executive officer of Chindex International, Inc., and other members of the senior management as part of a consortium including TPG Capital, L.P. and Fosun Industrial Co., Ltd. (China) in their US$369 million going-private acquisition of Chindex;
- Longview Asset Management, LLC in connection with the US$8.7 billion acquisition of PetSmart, Inc. by a consortium led by BC Partners (United Kingdom);
- Marubeni Corporation in the expansion of Kalama Export Company LLC (KEC), its grain elevator export joint venture with Archer-Daniels-Midland Company (ADM) and Agrex Inc. (Japan) in the U.S. Pacific Northwest, as a result of Marubeni’s contribution of its grain export elevator operations at Terminal 5 in The Port of Portland, Oregon, to a subsidiary of KEC;
- MAXpower Group Pte Ltd. (Indonesia) in its sale of a 44 percent stake in Myanmar Power Pte Ltd. to Mitsui & Co. Ltd. (Japan);Merck KGaA (Germany) in its US$17 billion acquisition of Sigma-Aldrich Corporation;
- Miraca Holdings Inc. (Japan) in its joint venture with Baylor College of Medicine to provide laboratory developed genetic testing services;
- Nordion Inc. (Canada) in its US$727 million acquisition by Sterigenics International, Inc.;
-
OAO Severstal (Russia):
- in connection with the $140 million sale by its subsidiary, Canada Limited, of PBS Coals, Inc. to Corsa Coal Corp. (Canada); and
- in the $2.3 billion sale of its subsidiaries Severstal Columbus, LLC and Severstal Dearborn, LLC to Steel Dynamics Inc. and AK Steel Corporation;
- Otsuka Pharmaceutical Co., Ltd. (Japan) in its US$3.5 billion acquisition of Avanir Pharmaceuticals, Inc.;
- Permira Funds (United Kingdom) in the US$3.5 billion sale of its portfolio company, Arysta LifeScience Limited (Ireland) to Platform Specialty Products Corporation;
- Permira Funds (United Kingdom) in its US$1.1 billion sale of its portfolio company, Renaissance Learning Inc. to Hellman & Friedman LLC;
- Pfizer Inc. in connection with its proposed £55 billion acquisition of AstraZeneca PLC (United Kingdom) through a newly formed U.K. holding company;
- Rizal Commercial Banking Corporation (the Philippines) in its sale of a minority stake to Cathay Life Insurance Co., Ltd. (Taiwan), including a primary issuance of shares by RCBC and a secondary sale by an entity controlled by funds advised by CVC Asia Pacific Limited (Hong Kong) and International Finance Corporation, with the aggregate proceeds from the transaction at approximately US$402 million;
- The Sage Group plc (United Kingdom) in its US$158 million acquisition of PAI Group, Inc.;
- Sensata Technologies Holding N.V. (the Netherlands) in the US$1 billion acquisition by its wholly owned indirect subsidiary Sensata Technologies B.V. of Schrader International, Inc. from Madison Dearborn Partners, LLC;
- SMBC (Japan), a subsidiary of Sumitomo Mitsui Financial Group, Inc., in its proposed acquisition of a 9.5 percent stake in The Bank of East Asia, Limited (Hong Kong);
- Spotify Limited (United Kingdom) in its acquisition of The Echo Nest Corporation;
- State Farm Mutual Automobile Insurance Company and certain of its affiliates in connection with the US$1.5 billion sale of its Canadian property, casualty and life insurance businesses, as well as its Canadian mutual fund, loan and living benefits companies, to affiliates of Desjardins Group (Canada);
- Toyota Industries Corporation (Japan) in its US$2 billion acquisition of the commercial finance business of Toyota Motor Credit Corporation;
- TPG Capital, L.P. in TOMY Company, Ltd.’s (Japan) US$56 million repurchase of TPG’s remaining 4.6 percent stake in TOMY;
- Unitech Corporate Parks plc (Isle of Man) in the $349 million sale of the entire issued share capital of its subsidiary, Candor Investments Ltd. (Canada), to an affiliate of Brookfield Property Partners L.P. (Bermuda);
- United Talent Agency, Inc. in a joint venture with Edelman Public Relations Worldwide Pty Ltd. (Australia) to form a new sports and entertainment marketing company;
- Valeant Pharmaceuticals International, Inc. (Canada) in its proposed unsolicited $46 billion acquisition of Allergan Inc.;
- Validus Holdings, Ltd. (Bermuda) in its US$690 million acquisition of Western World Insurance Group, Inc.;
- Video Gaming Technologies, Inc. in its $1.3 billion acquisition by Aristocrat Leisure Ltd. (Australia);
- Visteon Corporation in the US$3.6 billion sale of its 70 percent stake in Halla Visteon Climate Control Corp. (South Korea) to an affiliate of Hahn & Company (South Korea) and Hankook Tire Co., Ltd. (South Korea);
- Wilton Re Holdings Limited (Bermuda) in its US$1.8 billion acquisition by Canada Pension Plan Investment Board; and
- XL Group plc (Ireland) in its initially unsolicited, but subsequently agreed upon, US$4.1 billion acquisition of Catlin Group Ltd. (Bermuda).
2013
- 21Vianet Group Inc. (China) in a US$100 million equity investment from Temasek Holdings (Private) Limited (Singapore);
- Actavis, Inc. with the antitrust aspects of its US$8.5 billion acquisition of Warner Chilcott plc (Ireland);
- Activision Blizzard, Inc. in its US$8.2 billion separation from Vivendi S.A. (France) into an independent company;
- Ainsworth Lumber Co. Ltd. (Canada) in its US$864 million acquisition by Louisiana-Pacific Corp.;
- Aircastle Limited (a portfolio company of Fortress Investment Group LLC) in a US$209 million strategic investment by Marubeni Corporation (Japan);
- Algeta ASA (Norway) in its US$2.9 billion acquisition by a subsidiary of Bayer Nordic SE (Finland);
- Altimo Holdings & Investments Ltd. (Russia) in connection with its US$1.8 billion tender offer for an approximately 49 percent stake in Orascom Telecom Holding S.A.E. (Egypt);
- Marcos and Ricardo Mauad Arede, the owners of Drogaria Onofre Ltda (Brazil), in the sale of the company’s outstanding shares to an affiliate of CVS Caremark Corporation. Both companies are retail drugstore chains;
- Ares Life Sciences AG (Switzerland), an investment fund created by the Bertarelli family, in its acquisition of Albion Medical Holdings, Inc. and Albion’s subsidiary, GREER Laboratories, Inc., a provider of allergy immunotherapy products; and in its acquisition of Planet Biopharmaceuticals, Inc., including its wholly-owned subsidiary Antigen Laboratories, Inc.;
- Assicurazioni Generali S.p.A. (Italy) in connection with the English and Russian law aspects of its US$3.3 billion acquisition of the 49 percent stake in Generali PPF Holding B.V. (Czech Republic), its joint venture with PPF Group N.V. (the Netherlands), that Generali does not already own;
- AutoNavi Holdings Limited (China) in its acquisition of Alohar Mobile Inc.;
- Baring Private Equity Asia (Hong Kong) in its sale of a 95 percent stake in Payroll, Inc. (Japan) to affiliates of JAFCO Co., Ltd. (Japan);
- Boston Properties Inc. in its joint venture with a sovereign wealth fund managed by Norges Bank Investment Management (Norway) in which the fund will acquire a 45 percent stake in Times Square Tower for US$684 million;
- Bregal Capital LLP (United Kingdom) in the acquisition of a 96 percent stake in proALPHA Software AG (Germany);
- Broadcom Corporation in its acquisition of LTE-related assets from affiliates of Renesas Electronics Corporation (Japan);
- Carl Zeiss AG (Germany) in its acquisition of Xradia, Inc.;
- Celltrion GSC Co. Ltd. and Celltrion Holdings Co., Ltd. in their US$129 million sale of a 10 percent stake in Celltrion, Inc. to Ion Investments B.V. (the Netherlands), an affiliate of Temasek Holdings (Private) Limited. Celltrion is based in Korea;
- Cheil Industries Inc. and Samsung Electronics Co. Ltd. in their US$348 million acquisition of a majority stake in Novaled AG (Germany). Cheil Industries and Samsung are both based in Korea;
- Chengwei Capital (China) in its co-investment with a U.S.-based investor in Hengdeli Holdings Limited (Hong Kong);
- China Petroleum & Chemical Corporation (Sinopec Corp.) with the U.S. law aspects of its US$3 billion joint venture with its parent company, China Petrochemical Corporation (Sinopec Group), to acquire the equity interests of certain overseas oil and gas assets owned by Sinopec Group;
- CITIC Private Equity Advisors (Hong Kong) Limited in its US$312 million acquisition of a 21.7 percent stake in Biosensors International Group, Ltd. (Singapore) from Wellford Capital Limited, an indirect, wholly owned subsidiary of Shandong Weigao Group Medical Polymer Company Limited (China);
- CLSA Capital Partners (Hong Kong) in the sale of a 55 percent stake in Baroque Japan Limited to CDH Runway Investment (HK) Limited, a subsidiary of Belle International Holdings Limited (China). Skadden also represented Baroque Japan Limited in its joint venture with Belle in which Belle acquired a 32 percent stake in Baroque for US$94 million;
- a consortium consisting of MSPEA Education Holding Limited (Cayman Islands), an affiliate of Morgan Stanley Private Equity Asia Limited, and certain existing shareholders of Noah Education Holdings Ltd., including Mr. Xu Dong, chairman of the company, in its US$105 million going-private acquisition of Noah Education (China);
- a consortium consisting of Morgan Stanley Private Equity Asia (Hong Kong) and the company’s management, including Mr. You-Bin Leng, the chairman and chief executive officer of Feihe International, Inc. (China), a provider and distributor of infant formula and dairy products, in the US$147 million going-private management buyout of Feihe International;
- Corporation Service Company in its US$157 million acquisition of the Digital Brand Services division of Melbourne IT Ltd. (Australia), a provider of Internet software and services;
- Credit Suisse Group AG (Switzerland) in the sale of Credit Suisse Customized Fund Investment Group (CFIG) to Grosvenor Capital Management L.P. Upon the closing of the deal, CFIG will be renamed the GCM Customized Fund Investment Group;
- Doughty Hanson & Co. (United Kingdom) in its US$1.4 billion sale of Vue Entertainment Ltd. (United Kingdom) to Alberta Investment Management Corporation (Canada) and OMERS Private Equity (Canada);
- Dragonite International Limited (Hong Kong) in the US$75 million sale of certain assets related to its electronic cigarette business to Fontem Holdings 1 B.V. (the Netherlands), a subsidiary of Imperial Tobacco Group plc (United Kingdom);
- EnerNOC, Inc. in its joint venture with Marubeni Corporation (Japan) in connection with the demand response business in Japan;
- Excelitas Technologies Corp. in its acquisition of Qioptiq S.a.r.l. (Luxembourg);
- First Solar, Inc., as U.S. counsel, in connection with its sale of the Amherstburg, Belmont and Walpole solar PV power projects in Ontario, Canada. The three projects, which totaled 50 MW, were sold at substantial completion to a partnership consisting of majority owner GE Energy Financial Services, a unit of General Electric Co., and Alterra Power Corporation (Canada);
- Formation Capital, LLC and SAFANAD Limited (Switzerland) in connection with the US$900 million recapitalization of Trident USA Health Services, LLC and National Hospice Holdings, LLC. As part of the recapitalization, the operations of Trident and National Hospice Holdings were merged;
- a fund of Samchully Asset Management Co. Ltd. (South Korea) in its US$170 million acquisition of a 34 percent stake in the Neptune Gas Processing Plant in Louisiana from Marathon Oil Company. The transaction represents the first direct investment in a U.S. midstream asset by a Korean financial entity;
- the independent members of the Board of Directors of Inland American Real Estate Trust Inc. in the US$2.3 billion sale of a portfolio of net lease assets to AR Capital, LLC;
- JLL Partners in its joint venture with Royal DSM (the Netherlands) to acquire Patheon Inc. (Canada) for US$1.3 billion;
- Joh. A. Benckiser GmbH (Germany) as the lead investor in its US$9.8 billion acquisition D.E Master Blenders 1753 N.V. (the Netherlands);
- LSI Corporation in its US$6.6 billion acquisition by Avago Technologies Limited (Singapore);
- Marcopolo S.A. (Brazil) in its US$115 million acquisition of an approximately 20 percent stake in New Flyer Industries Inc. (Canada). Both companies are bus manufacturers;
- Marubeni Corporation (Japan) in its US$620 million sale of a stake in Gavilon Agriculture Holdings, Inc. to the Japan Bank for International Cooperation;
- MetLife, Inc. in its US$2 billion acquisition of AFP Provida S.A., a private pension fund administrator in Chile, from Banco Bilbao Vizcaya Argentaria, S.A. (Spain);
- The Middleby Corporation in its acquisition of Celfrost Innovations Pvt. Ltd. (India);
- Mylan, Inc. in its US$1.6 billion acquisition of Agila Specialties Private Limited (India) from Strides Arcolab Limited (India). All three companies are pharmaceutical manufacturers;
- The Nasdaq OMX Group Inc. in its acquisition of an approximately 1 percent stake in LCH.Clearnet Group Limited (United Kingdom);
- New Horizon Capital Advisors Ltd in its US$60 million series A preferred share investment in a PRC-based medical devices company;
- Otsuka Pharmaceutical Co., Ltd. (Japan) in its US$886 million acquisition of Astex Pharmaceuticals, Inc.;
- Outokumpu Oyj (Finland) in the proposed sale of ThyssenKrupp Acciai Speciali Terni S.p.A. (Italy) and Outokumpu VDM GmbH (Germany) to ThyssenKrupp AG (Germany);
- OYSTAR Holding GmbH (Germany) in the US$139 million sale of its subsidiaries, IWK Verpackungstecknik GmbH (Germany) and OYSTAR IWK USA, Inc., to ATS Automation Tooling Systems Inc. (Canada);
- Permira Advisers Ltd. (United Kingdom), along with a group of Canadian investors, in their US$1.1 billion acquisition of Atrium Innovations Inc. (Canada);
- Recruit Holdings Co., Ltd. (Japan) in the acquisition by its subsidiary, RGF Hong Kong Ltd., of the remaining shares of Bo Le Associates Group Limited (Hong Kong) that it does not already own;
- The Sage Group plc (United Kingdom), a provider of accounting and business management software and services, in the US$101 million sale of three of its non-core products in the United States to Accel-KKR LLC, a private equity firm, and SwiftPage, a provider of marketing application software;
- SeaCube Container Leasing Ltd., a portfolio company of Fortress Investment Group LLC, in its US$1.7 billion Bermuda amalgamation with an affiliate of Ontario Teachers’ Pension Plan’s (Canada) Long-Term Equities group;
- Smith Breeden Associates Inc. in its acquisition by Amundi Asset Management (France);
- Société Générale (France) and The TCW Group, Inc. in connection with an agreement with EIG Global Energy Partners, LLC and The Carlyle Group under which EIG will acquire 100 percent of TCW’s interests in their joint venture and certain other related assets;
- ST Microelectronics NV (Switzerland) in connection with its exit from ST-Ericsson NV (Switzerland), its joint venture with Ericsson (Sweden), and the related acquisition of assets and shares from ST-Ericsson;
- Stone Point Capital LLC in the formation of a joint venture with XL Group plc (Ireland) to act as an investment manager in insurance-linked securities and other reinsurance capital markets products. The new company will be based in Bermuda;
- Sumitomo Mitsui Banking Corporation (Japan) in its US$1.1 billion acquisition of Flagship Rail Services, LLC;
- Sungate Properties LLC in its US$700 million joint acquisition with affiliates of the Safra family (Brazil) of a 40 percent interest in the General Motors Building at 767 Fifth Avenue, Manhattan;
- Synagro Technologies, Inc. in its Chapter 11 restructuring in the U.S. District Court for the District of Delaware, including a US$30 million debtor-in-possession facility and the US$455 million sale of substantially all of its assets to EQT Infrastructure II, a private equity fund of EQT Partners AB (Sweden);
- Temasek Holdings (Private) Limited (Singapore), an investment firm, in its acquisition of an approximately 5 percent stake in Evonik Industries AG (Germany), a chemical producer;
- Theravance Inc. in a US$1 billion royalty participation agreement with Elan Corporation, plc (Ireland) under which Elan will purchase a 21 percent participation interest in future royalty payments related to four respiratory programs;
- Toray Industries, Inc. (Japan) in its US$584 million acquisition of Zoltek Companies Inc.;
- The Travelers Companies, Inc. in its US$1.1 billion acquisition of The Dominion of Canada General Insurance Company from E-L Financial Corp. Ltd. (Canada);
- UNIQA Insurance Group AG (Austria) in its sale of a portfolio of 54 private equity fund interests to a group of international investors;
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Valeant Pharmaceuticals International, Inc. (Canada) in its:
- US$8.7 billion acquisition of Bausch & Lomb Holdings Incorporated;
- acquisition of the outstanding common stock of Obagi Medical Products, Inc.;
- US$250 million acquisition of Solta Medical, Inc.; and
- US$65 million acquisition of the U.S. rights for Targretin® capsules and Targretin® gel 1% from Eisai Inc. Both Valeant and Eisai are pharmaceutical manufacturers;
- ViroPharma Inc. in its US$4.2 billion acquisition by Shire plc (Ireland);
- The Vitol Group (the Netherlands) in the formation of Varo Energy B.V. (Switzerland), a joint venture with The Carlyle Group LP to create a major midstream energy group across northwest Europe;
- VTC Partners GmbH (Germany) in its acquisition of two machining units and four casting units, including 1,000 employees in Denmark, Norway, Sweden, Germany and China, from Vestas Wind Systems A/S (Denmark);
- Vue Entertainment Ltd. (United Kingdom), a portfolio company of United Kingdom-based Doughty Hanson & Co., in its acquisition of Multikino S.A. (Poland); and
- Westfield Group, a developer and manager of real estate and shopping malls in Australia, in its US$1.3 billion joint venture with O’Connor Capital Partners. This transaction included Westfield's sale of a 49.9 percent stake in six shopping centers in Florida to O'Connor Capital.
Financial Advisor and Other Nonprincipal Representations
2017
- The Goldman Sachs Group, Inc. as financial advisor to the transaction committee of the board of directors of Reynolds American Inc. in its US$49 billion acquisition by British American Tobacco p.l.c (United Kingdom) of the remaining stake in Reynolds that is does not already own;
2016
- BofA Merrill Lynch and RBC Capital Markets as financial advisors to Potash Corporation of Saskatchewan Inc. in connection with Potash’s $36 billion merger-of-equals with Agrium Inc. (Canada);
- J.P. Morgan Securities LLC as financial advisor to Sumitomo Corporation (Japan) in its $792 million acquisition of Fyffes plc (Ireland);
- Moelis & Company LLC as financial advisor to Assured Guaranty Corp. (Bermuda) in its $450 million acquisition of CIFG Holding Inc.;
- Morgan Stanley as financial advisor to Sagent Pharmaceuticals, Inc. in its $736 million acquisition by Nichi-Iko Pharmaceutical Co., Ltd. (Japan) via a tender offer; and
- Nomura Holdings, Inc. as financial advisor to Sunovion Pharmaceuticals Inc. in its $624 million acquisition of Cynapsus Therapeutics Inc. (Canada).
2015
- Bank of America Merrill Lynch as financial advisor to Hypermarcas S.A. (Brazil) in connection with its $1 billion sale of its beauty and personal care business;
- Citigroup Inc. as financial advisor to Neptune Orient Lines Limited (Singapore) in its proposed, unsolicited $2.4 billion acquisition by CMA CGM S.A. (France);
- Credit Suisse as financial advisor to Tokio Marine Holdings Inc. (Japan) in its US$7.5 billion acquisition of HCC Insurance Holdings Inc.;
- Evercore Group L.L.C. as financial advisor to Envivio, Inc. in its $120 million acquisition by Ericsson (Sweden);
-
Goldman, Sachs & Co. as financial advisor to:
- Iron Mountain Incorporated in its US$2.6 billion acquisition of Recall Holdings Limited (Australia);
- FUJIFILM Holdings Corporation (Japan) in its US$307 million acquisition of Cellular Dynamics International, Inc.; and
- Stericycle, Inc. in its $2.3 billion acquisition of Shred-it International Inc. (Canada);
- J.P. Morgan Securities LLC as financial advisor to Good Technology Corporation in its $425 million acquisition by BlackBerry Limited (Canada);
- Morgan Securities LLC as financial advisor to Equinix, Inc. in its US$3.6 billion acquisition of Telecity Group plc (United Kingdom); and
- Morgan Stanley as financial advisor to Dialog Semiconductor Plc (United Kingdom) in its $4.6 billion acquisition of Atmel Corporation.
2014
- Citigroup Inc. as financial advisor to Tim Hortons Inc. (Canada) in its $11 billion acquisition by Burger King Worldwide, Inc.;
- Goldman, Sachs & Co. as financial advisor to Talisman Energy Inc. (Canada) in its US$8.3 billion acquisition by Repsol, S.A. (Spain);
- Greenhill & Co. LLC as financial advisor to Cerner Corporation in its $1.3 billion acquisition of the assets of the Siemens Health Services business of Siemens AG (Germany);
- Greenhill & Co. LLC and Cenkos Securities plc as financial advisors to the management buy-in team of The Automobile Association Limited (The AA) (United Kingdom) in the proposed $2.4 billion acquisition of The AA via an accelerated initial public offering on the London Stock Exchange;
- Guggenheim Securities, LLC as financial advisor to Coastal Contacts Inc. (Canada) in its US$387 million acquisition by Essilor International SA (France);
- Jefferies LLC as financial advisor to GAIN Capital Holdings, Inc. in its US$116 million acquisition of City Index (Holdings) Limited (United Kingdom);
- J.P. Morgan Securities LLC as financial advisor to Perrigo Company plc (Ireland) in its US$4.5 billion acquisition of Omega Pharma NV (Belgium);
- JPMorgan Chase & Co. as financial advisor to International Rectifier Corporation in its $3 billion acquisition by Infineon Technologies AG (Germany);
- Lazard Ltd. as financial advisor to Google Inc. in its US$2.9 billion sale of Motorola Mobility Holdings, Inc. to Lenovo Group Limited (China); and
- Zaoui & Co. LLP as financial advisor to GlaxoSmithKline plc (United Kingdom) in its joint venture with Novartis AG (Switzerland) to combine their consumer health care businesses. As part of this transaction, GlaxoSmithKline acquired Novartis’ global vaccines division for US$5.3 billion and sold its oncology business to Novartis for US$16 billion.
2013
- Barclays plc as financial advisor to Smithfield Foods, Inc. in its US$4.7 billion acquisition by Shuanghui International Holdings Limited (China);
- Citibank, N.A. as advisor to Petróleo Brasileiro S.A. (Petrobras) in its US$2.7 billion sale of Petrobras Energia Peru S.A. to CNPC Exploration and Development Co., Ltd. (China);
- Deutsche Bank Securities Inc. as financial advisor to Tupy S.A. (Brazil) in its acquisition of the engine block and cylinder heads business in Mexico of Grupo Industrial Saltillo, S.A.B. de C.V. (Mexico);
- Goldman Sachs Group, Inc. as financial advisor to Telefónica, S.A. (Spain) in its US$3.3 billion sale of a 66 percent stake in Telefónica Czech Republic AS to PPF Group N.V. (the Netherlands);
- Goldman, Sachs as financial advisor to PPG Industries Inc. in the US$1.7 billion sale of its 51 percent stake in Transitions Optical, Inc. (a joint venture between PPG Industries and Essilor International SA) to Essilor International (France);
- J.P. Morgan Securities (Asia Pacific) Limited as financial advisor to the special committee of the board of directors of Pactera Technology International Ltd. (China) in its US$625 million going-private acquisition by a buyer consortium led by The Blackstone Group L.P.; and
- Nomura Holdings, Inc. as financial advisor to Grifols, S.A. (Spain) in its US$1.7 billion acquisition of the diagnostics unit of Novartis AG (Switzerland).
2017
- Air Products and Chemicals, Inc. in its proposed, but terminated, unsolicited acquisition of Yingde Gases Group Company Limited (Hong Kong); and
- OneMain Holdings, Inc. in its proposed, but terminated, unsolicited takeover via an exchange offer by IEG Holdings Corporation;
2016
- American Capital, Ltd. in two transactions as a result of a strategic review launched under pressure from activist investor Elliott Associates LP, American Capital's largest shareholder: its sale to Ares Capital Corporation, excluding American Capital Mortgage Management, LLC, for $3.43 billion and its sale of American Capital Mortgage Management to American Capital Agency Corp. for $562 million;
- American Financial Group, Inc. (AFG) in its initially unsolicited, but subsequently agreed upon, $320 million acquisition of the remaining stake in National Interstate Corporation not already owned by AFG’s subsidiary, Great American Insurance Company;
- Baxter International Inc. in connection with the initially unsolicited, but subsequently agreed upon, $32 billion combination of Baxalta Incorporated and Shire plc (Ireland);
- F.I.L.A. (Italy) in its proposed, unsolicited acquisition of Canson Group (France) from Groupe Hamelin S.A. (France);
- Gannett Co., Inc. in its proposed, unsolicited $815 million acquisition of Tribune Publishing Company;
- a consortium of investors including GL Capital Management Limited (Hong Kong), Jade Park Investments Ltd. (Cayman Islands), Bank of China Group Investment Ltd. (Hong Kong) and ABG Management Ltd (Cayman Islands) in its proposed, unsolicited going-private acquisition of SciClone Pharmaceuticals, Inc.;
- Newcastle Investment Corp. in its agreement with BLR Partners LP to appoint a director to Newcastle’s board of directors;
- The special committee of the board of directors of SolarCity Corporation in its initially unsolicited, but subsequently agreed upon, $2.6 billion acquisition by Tesla Motors, Inc.;
- Stewart Information Services Corporation in the proposed reclassification of its common stock to eliminate its dual class structure; and
- the special committee of the board of directors of China Ming Yang Wind Power Group Limited in its initially unsolicited, but subsequently agreed upon, $408 million going-private acquisition by a consortium of investors including Mr. Chuanwei Zhang, the chairman and chief executive officer of the company, of the remaining 67 percent stake they do not already own in China Ming Yang.
2015
- American Capital Ltd. in its response to activist investors Orange Capital LLC and Elliott Management Corp.;
- Brookdale Senior Living Inc. in its receipt of a notice of nomination of three director candidates for election to the Brookdale Board of Directors at the company’s 2015 Annual Meeting of Stockholders from Sandell Asset Management Corp.;
- E. I. du Pont de Nemours and Company in connection with Trian Fund Management, L.P.’s unsuccessful efforts to have four Trian nominees elected to DuPont’s Board of Directors;
- Fifth Street Finance Corp. in its response to RiverNorth Capital Management, LLC’s nomination of three candidates for election to Fifth Street Finance’s board of directors and proposal to terminate the Investment Advisory Investment Agreement between Fifth Street Finance and Fifth Street Management LLC;
- Fifth Street Senior Floating Rate Corp. in its response to Ironsides Partners Special Situations Master Fund II L.P.’s nomination of two candidates for election Fifth Street Senior Floating Rate’s board of directors and proposal to terminate the Investment Advisory Agreement between Fifth Street Senior Floating Rate and Fifth Street Management LLC;
- Forestar Group Inc. in its response to an activist position by JCP Investment Management, LLC;
- Hardinge Inc. in its exploration of strategic alternatives to enhance shareholder value;
- Horizon Pharma plc (Ireland) as co-counsel in its proposed, unsolicited $3 billion acquisition of DepoMed Inc.;
- Itron, Inc. in its agreement with Coppersmith Capital Management and Scopia Capital Management to add two directors to the Itron board of directors;
- The Manitowoc Company in connection with Carl Icahn’s filing of a 13D. Subsequently, The Manitowoc Company announced its intention to spin off its foodservice businesses and create two independent, publicly traded companies as part of a tax-free transaction;
- Maxwell Technologies Inc. in its response to activist investor Vertex Capital;
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the special committee of the board of directors of Mecox Lane Limited (China) in:
- its evaluation of an unsolicited going-private acquisition proposal from a buyer group; and
- its initially unsolicited, but subsequently agreed upon, going-private acquisition by a consortium comprised of CNshangquan Limited (China), ChinaEquity USD Fortune Co., Ltd. and Chinaequity Capital Investments Co., Limited;
- Norfolk Southern Corporation in its evaluation and rejection of a $28.4 billion unsolicited acquisition proposal by Canadian Pacific Railway Limited (Canada);
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Pinnacle Entertainment Inc. in:
- the unsolicited, but subsequently agreed upon, acquisition of substantially all of its real estate by Gaming and Leisure Properties, Inc.; and
- its response to a threatened proxy fight by Unite Here relating to Pinnacle’s separation of its casinos into a publicly traded real estate investment trust;
- Stewart Information Services Corporation in its receipt of a notice of nomination of five director candidates for election to the Stewart Board of Directors at the company’s 2015 Annual Meeting of Stockholders from Bulldog Investors, LLC;
- Tempur Sealy International Inc. in its response to H Partners Capital, LLC’s withhold campaign against Tempur Sealy and its efforts to seek leadership changes at the Company;
- Vast Profit Holdings Limited (Hong Kong) in its proposed, unsolicited US$262 million going-private acquisition of Jiayuan.com International Ltd. (China); and
- the buyer consortium including Mr. Li Xiting, executive chairman of the board, president and co-chief executive officer of Mindray Medical International Limited (China), Mr. Xu Hang, chairman of the board, and Mr. Cheng Minghe, co-chief executive officer and chief strategic officer, in its unsolicited, but subsequently agreed upon, $3.3 billion going-private acquisition of Mindray Medical.
2014
- AutoNavi Holdings Limited in the US$1.6 billion unsolicited acquisition by Alibaba Group Holding Limited of the remaining 72 percent stake in AutoNavi that it did not already own. Both companies are based in China;
- Auxilium Pharmaceuticals Inc. in its initially unsolicited, but subsequently agreed upon, US$2.6 billion acquisition by Endo International plc (Ireland);
- Chiquita Brands International, Inc. in its initially unsolicited, but subsequently agreed upon, US$681 million acquisition by Sucocitrico Cutrale Ltda (Brazil) and Safra Group (Brazil);
- Ciber, Inc. in its response to, and ultimate settlement of, a potential proxy contest with activist shareholder Lone Star Value Management, LLC;
- Destination Maternity Corporation in its unsolicited US$453 million acquisition proposal for Mothercare plc (United Kingdom);
- Endurance Specialty Holdings Ltd. in its unsolicited $3.2 billion acquisition of Aspen Insurance Holdings Ltd. Both companies are based in Bermuda;
- Hillshire Brands Company (formerly Sara Lee Corporation) its US$8.6 billion unsolicited acquisition by Tyson Foods, Inc.;
- Jos. A. Bank Clothiers Inc. in its unsolicited, but subsequently agreed upon, US$1.8 billion acquisition by The Men’s Wearhouse, Inc.;
- Osisko Mining Corporation in connection with a US$2.4 billion unsolicited bid from Goldcorp Inc. Both companies are based in Canada;
- Prospect Co., Ltd. in its proposed, unsolicited acquisition of Yutaka Shoji Co., Ltd. Both Prospect and Yutaka Shoji are based in Japan;
- Valeant Pharmaceuticals International, Inc. (Canada) in its proposed unsolicited $46 billion acquisition of Allergan Inc.;
- Violin Memory, Inc. in its settlement agreement with activist shareholder Clinton Relational Opportunity Master Fund, L.P. in which Clinton successfully added a member to Violin’s board; and
- XL Group plc (Ireland) in its initially unsolicited, but subsequently agreed upon, US$4.1 billion acquisition of Catlin Group Ltd. (Bermuda).
2013
- Jos. A. Bank Clothiers Inc. in its proposed unsolicited US$1.5 billion acquisition by The Men’s Wearhouse, Inc.
Financial Advisor Representations
2015
Citigroup Inc. as financial advisor to Neptune Orient Lines Limited (Singapore) in its proposed, unsolicited $2.4 billion acquisition by CMA CGM S.A. (France).
2017
- BlackRock, Inc. in its acquisition of First Reserve Energy Infrastructure Funds, the equity infrastructure franchise of First Reserve Corporation;
- Five Point Capital Partners LLC in its formation of a joint venture with Matador Resources Company to own, operate and expand natural gas, crude oil, and produced water midstream assets in the Delaware Basin, including Matador's midstream assets in Eddy County, New Mexico and Loving County, Texas. The joint venture company is called San Mateo Midstream, LLC;
- Fortress Investment Group LLC in its US$3.3 billion acquisition by SoftBank Group Corp. (Japan);
- MSX International, Inc. (as co-counsel) in its acquisition by Bain Capital Private Equity;
- OMERS Private Equity (Canada) in its US$1 billion investment in Allied World Assurance Company Holdings, AG (Switzerland);
- Pine Brook Road Partners, LLC in its acquisition of Triumph Capital Advisors, LLC from Triumph Bancorp, Inc.;
- Ready Pac Foods, Inc. and its majority shareholder, H.I.G. Bayside Capital, in its acquisition by Bonduelle SA (France);
- Sealed Air Corporation in its US$3.2 billion sale of New Diversey to Bain Capital Private Equity, LP;
- SunEdison, Inc. in its US$2.5 billion sale of TerraForm Global, Inc. and a 51 percent stake in TerraForm Power, Inc. to Brookfield Asset Management Inc. (Canada);
- The Travelers Companies, Inc. in its US$490 million acquisition of Simply Business (United Kingdom) from Aquiline Capital Partners LLC; and
- Veritas Capital in its US$755 million acquisition of the capital services business of Chicago Bridge & Iron Company N.V. (the Netherlands);
2016
- Affiliated Managers Group in its acquisition of an equity interest in Baring Private Equity Asia (Hong Kong);
- BA Glass BV (the Netherlands) in its $1 billion joint acquisition with CVC Capital Partners Limited (United Kingdom) of Anchor Glass Container Corporation from KPS Capital Partners, LP;
- Coty Inc. in its $510 million acquisition of ghd (United Kingdom) from Lion Capital LLP (United Kingdom);
- Del Real Foods in an investment by Palladium Equity Partners;
- Doughty Hanson & Co. (United Kingdom) in its $1.65 billion sale of LM Wind Power A/S (Denmark) to General Electric Company;
- Equistone Partners Europe GmbH (United Kingdom) in its sale of Konrad Hornschuch AG (Germany) to Benecke-Kaliko AG (Germany);
- a consortium of investors including GL Capital Management Limited (Hong Kong), Jade Park Investments Ltd. (Cayman Islands), Bank of China Group Investment Ltd. (Hong Kong) and ABG Management Ltd (Cayman Islands) in its proposed, unsolicited going-private acquisition of SciClone Pharmaceuticals, Inc.;
- Jacobs Douwe Egberts B.V. (Netherlands) in a joint venture with Hillhouse Capital Management, Ltd. (China), which will focus on marketing and selling coffee, tea products and appliances to retail, wholesale, e-commerce, and out-of-home customers in China, Hong Kong, Macau and Taiwan;
- A buyer consortium consisting of Mr. Gao Jifan, Trina Solar Limited chairman and CEO; Shanghai Xingsheng Equity Investment & Management Co., Ltd.; Shanghai Xingjing Investment Management Co., Ltd.; Great Zhongou Asset Management (Shanghai) Co., Ltd.; and Liuan Xinshi Asset Management Co., Ltd in its $1.1 billion going-private acquisition of Trina Solar. All companies are based in China;
- J.P. Morgan Asset Management, Inc. in its acquisition of an additional 48 percent stake in Sonnedix Power Holdings Ltd., its joint venture company with Sonnedix Management Services Ltd. (Italy);
- J.W. Childs Associates, L.P. in its $333 million sale of Esselte Group Holdings AB (Luxembourg) to ACCO Brands Corporation;
- Lattice Semiconductor Corporation in its $1.3 billion going-private acquisition by Canyon Bridge Capital Partners;
- MISA Investments Limited (Bermuda), the parent company of Viking Cruises, Ltd., in its $500 million sale of a 17 percent stake to TPG Capital, L.P. and Canada Pension Plan Investment Board;
- Permira Funds (United Kingdom) in its $336 million acquisition of a majority stake in John Masters Organics, Inc.;
- Veritas Capital in the $820 million acquisition by its affiliate of Verisk Health, Inc. from Verisk Analytics, Inc.;
- WellDyneRx, Inc. as co-counsel in its acquisition by The Carlyle Group LP;
- Wendel (France) and its portfolio company AlliedBarton Security Services LLC in AlliedBarton's merger with Universal Services of America, Inc. The combined company will be named AlliedUniversal; and
- WL Ross Holding Corp. in its $1.7 billion acquisition of Nexeo Solutions Holdings, LLC from TPG Capital.
2015
-
Apax Partners LLP (United Kingdom) in:
- its acquisition of a controlling interest in FULLBEAUTY Brands, Inc.; and
- the US$800 million acquisition by Apax-advised funds of Quality Distribution, Inc.;
- the co-founders of Ares Management, L.P. in its $2.6 billion merger with Kayne Anderson Capital Advisors, L.P. to form a new company called Ares Kayne Management, L.P.;
- Calera Capital as selling shareholder in the $780 million sale of HMK Mattress Holdings LLC to Mattress Firm Holding Corp.;
- The Carlyle Group LP in its equity investment in Rede D’Or São Luiz S.A. (Brazil);
- The Coca-Cola Company as selling shareholder in the $13.9 billion sale of Keurig Green Mountain, Inc. to an investor group led by JAB Holding Company (Germany);
- Crestview Partners, L.P. and Pine Brook Road Partners, LLC as founding investors in a US$1.5 billion equity capital raise by Fidelis Insurance Holdings Limited (Bermuda);
-
Doughty Hanson & Co (United Kingdom) in:
- its sale of TV3 Television Network Limited (Ireland) to UPC Ireland B.V.;
- the €875 million sale of its stake in Eurofiber Nederland B.V. to funds managed by Antin Infrastructure Partners S.A.S. (France); and
- its sale of a 70 percent stake in Balta Industries N.V. (Belgium) to Lone Star Funds;
- Fox Paine & Company, LLC and its portfolio company Cradle Holdings, Inc. in their sale of Penhaligon’s Ltd. (United Kingdom) and L’Artisan Parfumeur SA (France) to Puig S.L. (Spain);
- Freescale Semiconductor, Ltd. and a private equity consortium including The Blackstone Group L.P., The Carlyle Group LP, Permira Funds (United Kingdom) and TPG Capital, L.P. in Freescale’s US$11.8 billion acquisition by NXP Semiconductors NV (the Netherlands);
- GoldStone Investment Co., Ltd. (China) as a member of a consortium, which includes Hua Capital Management Co., Ltd. (China) and CITIC Capital Holdings Limited (Hong Kong), in its US$1.9 billion acquisition of OmniVision Technologies, Inc.;
- JLL Partners in its acquisition of Pioneer Sand Company, Inc. and Pioneer Landscaping Materials, Inc.;
- Oaktree Capital Management, L.P. and certain of its affiliates in the $102.5 million sale of a 51.5 percent stake in Alliance HealthCare Services, Inc. to Fujian Thaihot Investment Co., Ltd. (China);
-
Permira Funds (United Kingdom) in:
- the $2.8 billion sale of its portfolio company Iglo Foods Holdings Limited (United Kingdom) to Nomad Holdings Limited (British Virgin Islands); and
- its $765 million sale of Pharmaq A.S. (Norway) to Zoetis Inc.;
- The PMI Group, Inc. in a strategic investment by The Blackstone Group L.P.;
- the special committee of the board of directors of Qihoo 360 Technology Co. Ltd. in its $9.3 billion going-private acquisition by a consortium including Mr. Zhou Hongyi, chairman and chief executive officer of Qihoo, CITIC Capital Securities Co., Ltd., Golden Brick Capital, China Renaissance Holdings Limited, and Sequoia Capital China. This is the largest-ever going-private deal for a Chinese company listed in the U.S.;
- RPX Corporation in its $232 million acquisition of Inventus Solutions, Inc. from investors led by Clearlake Capital Group, LP.;
- Silver Point Capital, L.P. in the sale of its interest in oil and gas properties off the coast of Southern California to Memorial Production Partners LP;
- Tengram Capital Partners, L.P., the controlling owner of Robert Graham Designs, LLC, and certain of its affiliates in the merger of the Hudson business of Joe’s Jeans Inc. with RG Parent LLC, the parent company of Robert Graham; and
- Veritas Capital in its acquisition of GE Intelligent Platforms Embedded Systems Inc. from General Electric Company.
2014
- Apax Partners LLP (United Kingdom) in the sale of a majority stake in Advantage Sales & Marketing LLC to affiliates of Leonard Green & Partners, L.P. and funds advised by CVC Capital Partners Limited (United Kingdom);
- ArcLight Capital Partners, LLC in its sale of a 50.1 percent stake in Southeast PowerGen, LLC to The Carlyle Group LP;
- Baring Private Equity Asia (Hong Kong) in its $205 million sale of Net Japan Co., Ltd. to ORIX Corporation (Japan);
- BlackRock Advisors, LLC in its acquisition of certain assets of BlackRock Kelso Capital Advisors LLC;
- British Columbia Investment Management Corporation (Canada) as part of an investor group including Macquarie Infrastructure and Real Assets and John Hancock Financial Corporation, in their US$4.7 billion acquisition of Cleco Corporation;
- Deutsche Bank AG in its $1.7 billion sale of The Cosmopolitan of Las Vegas, a hotel and casino, to Blackstone Real Estate Partners VII, L.P.;
- Equistone Partners Europe GmbH in its acquisition of Caseking GmbH from Afinum Management GmbH. All three companies are based in Germany;
- Five Point Capital Partners and GSO Capital Partners LP as part of an investor group in its acquisition of Twin Eagle Resource Management, LLC;
- Formation Capital LLC as sponsor and HCP, Inc. as lender in the US$763 million acquisition by an acquisition vehicle backed by Formation Capital of the NHP Group (United Kingdom);
- Formation Capital, LLC in its US$870 million acquisition of substantially all of the U.S. business of Extendicare Inc. (Canada);
- Fortress Investment Group LLC in its US$363 million repurchase of a 12 percent stake from Nomura Holdings, Inc. (Japan), the holding company for Nomura Securities International, Inc.;
- the key investors in AmericanWest Bank N.A., Friedman Fleischer & Lowe, LLC and Oaktree Capital Management, L.P. in connection with the US$702 million merger of AmericanWest with Banner Corporation;
- Ms. Roberta Lipson, the chief executive officer of Chindex International, Inc., and other members of the senior management as part of a consortium including TPG Capital, L.P. and Fosun Industrial Co., Ltd. (China) in their US$369 million going-private acquisition of Chindex;
- Longview Asset Management, LLC in connection with the US$8.7 billion acquisition of PetSmart, Inc. by a consortium led by BC Partners (United Kingdom);
- Permira Funds (United Kingdom) in the US$3.5 billion sale of its portfolio company, Arysta LifeScience Limited (Ireland) to Platform Specialty Products Corporation;
- Permira Funds (United Kingdom) in its US$1.1 billion sale of its portfolio company, Renaissance Learning Inc. to Hellman & Friedman LLC;
- the management team of River Road Asset Management, LLC in its acquisition by Affiliated Managers Group Inc. from Aviva Investors North America Holdings Inc.;
- Robb Report in its acquisition by Rockbridge Growth Equity, LLC;
- Sentinel Capital Partners, LLC in its acquisition of Hollander Home Fashions Holdings, LLC;
- Stone Point Capital LLC in connection with the US$299 million merger-of-equals of its portfolio company, VantageSouth Bancshares, Inc., with Yadkin Financial Corporation;
- TOMS Shoes, Inc. in the sale of a 50 percent stake to Bain Capital;
- TPG Capital, L.P. in its US$1.5 billion acquisition of The Warranty Group, Inc.; and
- TPG Capital, L.P. in TOMY Company, Ltd.’s (Japan) US$56 million repurchase of TPG’s remaining 4.6 percent stake in TOMY.
2013
- 21Vianet Group Inc. (China) in a US$100 million equity investment from Temasek Holdings (Private) Limited (Singapore);
- Bregal Capital LLP (United Kingdom) in the acquisition of a 96 percent stake in proALPHA Software AG (Germany);
- CITIC Private Equity Advisors (Hong Kong) Limited in its US$312 million acquisition of a 21.7 percent stake in Biosensors International Group, Ltd. (Singapore) from Wellford Capital Limited, an indirect, wholly owned subsidiary of Shandong Weigao Group Medical Polymer Company Limited (China);
- CLSA Capital Partners (Hong Kong) in the sale of a 55 percent stake in Baroque Japan Limited to CDH Runway Investment (HK) Limited, a subsidiary of Belle International Holdings Limited (China). Skadden also represented Baroque Japan Limited in its joint venture with Belle in which Belle acquired a 32 percent stake in Baroque for US$94 million;
- a consortium consisting of Morgan Stanley Private Equity Asia (Hong Kong) and the company’s management, including Mr. You-Bin Leng, the chairman and chief executive officer of Feihe International, Inc. (China), a provider and distributor of infant formula and dairy products, in the US$147 million going-private management buyout of Feihe International;
- Credit Suisse Group AG (Switzerland) in the sale of Credit Suisse Customized Fund Investment Group (CFIG) to Grosvenor Capital Management L.P. Upon the closing of the deal, CFIG will be renamed the GCM Customized Fund Investment Group;
- Doughty Hanson & Co. (United Kingdom) in its US$1.4 billion sale of Vue Entertainment Ltd. (United Kingdom) to Alberta Investment Management Corporation (Canada) and OMERS Private Equity (Canada);
- Dutch, LLC, an apparel company, in its sale of a 60 percent majority stake to TA Associates, Inc., a private equity firm;
- Gardner Denver, Inc., a manufacturer of industrial equipment, in its $3.9 billion acquisition by Kohlberg Kravis Roberts & Co., a private equity firm;
- Hony Capital as part of a buyer consortium in the US$540 million going-private acquisition of Simcere Pharmaceutical Group. Both Hony Capital and Simcere are based in China;
- HRC Investors Corp. in its US$790 million sale of a 26-property portfolio of independent living communities to Ventas, Inc.;
- JLL Partners in its joint venture with Royal DSM (the Netherlands) to acquire Patheon Inc. (Canada) for US$1.3 billion;
- JLL Partners in the US$1.4 billion sale, along with Oak Investment Partners L.P., of Netspend Holdings, Inc. to Total System Services, Inc.;
- JLL Partners in its acquisitions of BioClinica, Inc., a provider of clinical trial management solutions, and CoreLab Partners, Inc., a provider of medical imaging solutions and cardiac safety services. Following the acquisitions, BioClinicia and CoreLab Partners were merged;
- New Horizon Capital Advisors Ltd in its US$60 million series A preferred share investment in a PRC-based medical devices company;
- Permira Advisers Ltd. (United Kingdom), along with a group of Canadian investors, in their US$1.1 billion acquisition of Atrium Innovations Inc. (Canada);Prospect Capital Corporation in its US$195 million acquisition of Nicholas Financial Inc.;
- Quadriga Capital, a private equity firm, in its acquisition of a majority stake in eterna Mode Holding GmbH, an apparel manufacturer. Both parties are based in Germany;
- Saban Capital Group, Inc., a private equity firm, in its acquisition of a controlling interest in Partner Communications Company Ltd. from Scailex Corporation Ltd. Both Partner Communications and Scailex are providers of telecommunications services based in Israel;
- the special committee of the board of directors of Steinway Musical Instruments, Inc. in the $512 million acquisition of Steinway by private investors;
- Stone Point Capital LLC in the formation of a joint venture with XL Group plc (Ireland) to act as an investment manager in insurance-linked securities and other reinsurance capital markets products. The new company will be based in Bermuda;
- UNIQA Insurance Group AG (Austria) in its sale of a portfolio of 54 private equity fund interests to a group of international investors; and
- Veritas Capital in the US$381 million acquisition of Anaren, Inc. by an affiliate of The Veritas Capital Fund IV, L.P.
Transactions Involving Private Equity Affiliates or Portfolio Companies
2017
- A company backed by Permira Funds (United Kingdom) in its acquisition of Lyophilization Services of New England, Inc.;
- An affiliate of Veritas Capital in its US$690 million acquisition of the government IT services business of Harris Corporation; and
- StandardAero, Inc. and its parent company, Veritas Capital, in StandardAero's acquisition of PAS Technologies Inc. from KRG Capital Partners;
2016
- Funds advised by Apax Partners LLP (United Kingdom) in its acquisition of a majority stake in Duck Creek Technologies, Inc. from Accenture plc (Ireland);
- Becton, Dickinson and Company in its $500 million sale of a 50.1 percent stake in its respiratory solutions business to funds advised by Apax Partners LLP (United Kingdom) and formation of a joint venture with Apax that will operate as a new, independent company;
- Brookdale Senior Living Inc. in its $170 million acquisition of a 15 percent stake in a joint venture with affiliates of The Blackstone Group L.P. As part of the transaction, Blackstone will acquire a portfolio of 64 communities from HCP, Inc. for $1.1 billion, which will be managed by Brookdale;
- a buyer consortium consisting of affiliates of Forebright Capital Management Ltd. (Hong Kong) in its $99 million going-private acquisition of Jinpan International Limited (China);
- An acquisition group including Great Elm Capital Group, Inc. and funds managed by MAST Capital Management, LLC in its acquisition of Full Circle Capital Corporation; and
- A company backed by Permira Funds (United Kingdom) in its $1.5 billion sale of Intelligrated Inc. to Honeywell International Inc.
2015
- Ares Life Sciences AG (Switzerland) in the acquisition by its portfolio company Stallergenes S.A. (France) of Greer Laboratories, Inc.;
- affiliates of The Carlyle Group LP, Sequoia Capital and Actis Capital, LLP (United Kingdom) in the $1.3 billion sale of an 81 percent stake in Keystone Lodging Holdings Ltd. to Shanghai Jinjiang International Hotels Development Co.;
- First Eagle Investment Management, LLC in its $4 billion acquisition by private equity funds managed by The Blackstone Group L.P. and Corsair Capital LLC; and
- Life Time Fitness, Inc. in its US$4 billion acquisition by affiliates of Leonard Green & Partners, L.P. and TPG Capital, L.P.
2014
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Brookdale Senior Living Inc. (a portfolio company of Fortress Investment Group LLC) in:
- its US$2.8 billion merger with Emeritus Corporation;
- its $1.2 billion joint venture with HCP, Inc. to own and operate entry fee continuing care retirement communities; and
- the sale by certain affiliates of Fortress Investment Group LLC of their remaining 14 percent stake in Brookdale via a $640 million secondary offering of Brookdale’s common stock;
- Digital River, Inc. in its US$840 million acquisition by an investor group led by Siris Capital Group, LLC;
- FCT Health Holdings, a company formed by Formation Capital, LLC, Audax Group, Inc., SAFANAD Limited (Switzerland), Health Care REIT, Inc. and National Hospice Holdings, LLC, in its acquisition of Hospice Compassus, Inc.; and
- Raging Bull Acquisition Company LLC, an acquisition vehicle of funds managed by private equity firm Oaktree Capital Management, L.P., in its US$54 million acquisition of the assets of Quantum Foods, LLC as part of Quantum’s Chapter 11 bankruptcy in the U.S. Bankruptcy Court for the District of Delaware.
2013
- Aircastle Limited (a portfolio company of Fortress Investment Group LLC) in a US$209 million strategic investment by Marubeni Corporation (Japan);
- a buyer consortium led by affiliates of The Carlyle Group, Sequoia Capital and Actis Capital, and including Mr. Boquan He and Mr. Nanyan Zheng, the co-chairmen of 7 Days Group Holdings Limited, in the announced US$688 million going-private transaction of 7 Days Group Holdings Limited, a hotel chain operator in China;
- Celltrion GSC Co. Ltd. and Celltrion Holdings Co., Ltd. in their US$129 million sale of a 10 percent stake in Celltrion, Inc. to Ion Investments B.V. (the Netherlands), an affiliate of Temasek Holdings (Private) Limited. Celltrion is based in Korea;
- a consortium consisting of MSPEA Education Holding Limited (Cayman Islands), an affiliate of Morgan Stanley Private Equity Asia Limited, and certain existing shareholders of Noah Education Holdings Ltd., including Mr. Xu Dong, chairman of the company, in its US$105 million going-private acquisition of Noah Education (China);
- E*TRADE Financial Corporation in the $75 million sale of its market making business, G1 Execution Services, to an affiliate of Susquehanna International Group, LLP;
- EnergySolutions, Inc., a nuclear services company, in its $1.1 billion acquisition by a subsidiary of Energy Capital Partners II, LLC, a private equity firm;
- a fund of Samchully Asset Management Co. Ltd. (South Korea) in its US$170 million acquisition of a 34 percent stake in the Neptune Gas Processing Plant in Louisiana from Marathon Oil Company. The transaction represents the first direct investment in a U.S. midstream asset by a Korean financial entity;
- funds managed by Kelso & Company and StoneRiver Group, L.P. in connection with the merger of Progressive Medical, Inc. and PMSI, Inc.;
- Holiday Acquisition Holdings LLC, an affiliate of HRC Investors Corp., in its $491 million sale/lease buyback of 25 independent living communities to National Health Investors Inc.; and its $1 billion sale of a portfolio of 52 senior housing properties to Newcastle Investment Corp.;
- the independent directors of the board of directors of The Jones Group Inc. in its $1.2 billion acquisition by Sycamore Partners;
- Dr. Jing Lou, the chairman and chief executive officer of 3SBio Inc. (China), a biotechnology company, and the buyer consortium led by Dr. Lou and sponsored by CPEChina Fund, L.P. in the US$340 million going-private acquisition of 3SBio;
- Mondelēz International, Inc. in the sale of its SnackWell’s cookie and cracker business to Back to Nature Foods Company, a portfolio company of Brynwood Partners VI L.P.;
- Renaissance Learning Inc. (a portfolio company of Permira Advisers Ltd.) in its acquisition of Subtext Media, Inc.;
- SeaCube Container Leasing Ltd., a portfolio company of Fortress Investment Group LLC, in its US$1.7 billion Bermuda amalgamation with an affiliate of Ontario Teachers’ Pension Plan’s (Canada) Long-Term Equities group;
- Synagro Technologies, Inc. in its Chapter 11 restructuring in the U.S. District Court for the District of Delaware, including a US$30 million debtor-in-possession facility and the US$455 million sale of substantially all of its assets to EQT Infrastructure II, a private equity fund of EQT Partners AB (Sweden);
- The Vitol Group (the Netherlands) in the formation of Varo Energy B.V. (Switzerland), a joint venture with The Carlyle Group LP to create a major midstream energy group across northwest Europe; and
- Vue Entertainment Ltd. (United Kingdom), a portfolio company of United Kingdom-based Doughty Hanson & Co., in its acquisition of Multikino S.A. (Poland).
Underwriter and Financial Advisor Representations
2016
- Centerview Partners LLC as financial advisor to Diamond Resorts International, Inc. in its $2.2 billion acquisition by Apollo Global Management, LLC.
2015
- Greenhill & Co. as financial advisor to the special committee of Blount International, Inc. in its $855 million acquisition by affiliates of American Securities LLC and P2 Capital Partners, LLC.
2013
- Guggenheim Securities, LLC as financial advisor to the special committee of the board of directors of True Religion Apparel, Inc. in its US$835 million sale to TowerBrook Capital Partners L.P.; and
- J.P. Morgan Securities (Asia Pacific) Limited as financial advisor to the special committee of the board of directors of Pactera Technology International Ltd. (China) in its US$625 million going-private acquisition by a buyer consortium led by The Blackstone Group L.P.
2016
- BTG Pactual Group S.A. (Brazil) in the $1.6 billion spin-off of a portion of its commodity-trading unit. The division will be renamed Engelhart Commodities Partners; and
- HCP, Inc. in the spin-off of its HCR ManorCare portfolio of skilled nursing and assisted living assets into an independent, publicly traded real estate investment trust.
2015
- Armstrong World Industries, Inc. in the tax-free spin-off of its flooring and ceiling businesses into two separate, publicly traded companies;
- Citrix Systems, Inc. in the spin-off of its GoTo family of products into a separate, publicly traded company;
- Israel Corporation Ltd. in its spin-off of Kenon Holdings Ltd. (Singapore) into a separate, publicly traded company; and
- Yahoo! Inc. in the tax-free spin-off of its holdings in Alibaba Group Holding Limited (China) into a separate, publicly traded company.
2014
- Pinnacle Entertainment Inc. in the proposed separation of its operating assets and its real estate assets into two separate, publicly traded companies; and
- Windstream Corporation in its spin-off of certain telecommunications network assets into a separate, publicly traded real estate investment trust.
2013
- Covidien plc (Ireland) in its spin-off of Mallinckrodt plc, its pharmaceutical business;
- Dover Corporation in the tax-free spin-off of certain of its communication technologies businesses into a separate, publicly-traded company. The new company will be called Knowles Corporation;
- E.I. du Pont de Nemours and Company in the tax-free spin-off of its performance chemicals business into a separate, publicly traded company;
- The Ensign Group, Inc. in the separation of its health care and real estate businesses into two independent, publicly traded companies through a spin-off that is intended to be tax-free;
- Pfizer, Inc. in the carve-out of its Animal Health business into a separate publicly traded company called Zoetis Inc. via a $2.6 billion initial public offering of Class A common stock; as well as in the proposed US$13 billion split-off of its remaining 80 percent interest in Zoetis Inc. through an exchange offer; and
- United Online, Inc. in the tax-free spin-off of FTD Companies, Inc. into a separate, publicly traded company.
Selected 2013 to 2017 Experience With Acquisition Activity Related to Corporate Restructurings
2017
- JD.com, Inc. in the US$2.1 billion spin-off of its 68.6 percent stake in JD Finance, its finance business. Both companies are based in China;
2016
- Sealed Air Corporation in the proposed tax-free spin-off of its Diversey Care division and the food hygiene and cleaning business within its Food Care division into a new company called New Diversey;
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SunEdison, Inc. in its:
- $80 million sale of 22 renewable energy projects in Minnesota to SoCore Energy, a subsidiary of Edison International, in connection with SunEdison’s Chapter 11 reorganization in the U.S. Bankruptcy Court for the Southern District of New York; and
- $80 million sale of the Mount Signal 2 solar project to an affiliate of D.E. Shaw Renewable Investments LLC, and its $24 million sale of certain interconnection rights related to the Mount Signal 3 solar project to 8minutenergy Renewables, LLC. These sales are part of SunEdison’s Chapter 11 reorganization in the U.S. Bankruptcy Court for the Southern District of New York.
2015
- BCBG Max Azria Group, LLC in its recapitalization. As part of the transaction, BCBG received a US$135 million cash infusion from investors including affiliates of Guggenheim Partners, LLC, restructured its debt and strengthened its balance sheet.;
- the debtor-in-possession lender and prepetition secured lender for Rdio, Inc. in Rdio’s Chapter 11 filing and in connection with an agreement in which Pandora Media, Inc. will acquire several key assets from Rdio for $75 million; and
- Privilege Underwriters, Inc. in its recapitalization. As part of this transaction, funds managed by Stone Point Capital LLC maintained a majority stake in Privilege, and Kohlberg Kravis Roberts & Co. L.P. acquired a minority stake.
2014
- Forge Group Inc. in the sale of all of the financially distressed company’s issued and outstanding shares of capital stock to DRA International Limited (South Africa). This sale was part of the liquidation in Australia of Forge Group Limited, the parent company of Forge Group Inc.;
- Gaming and Leisure Properties, Inc. in its US$153 million joint bid with affiliates of Mohegan Tribal Gaming Authority for the purchase of certain assets of Florida Gaming Centers, Inc., including the Casino Miami Jai Alai and Fort Pierce Jai Alai properties in Florida, as part of Florida Gaming Centers’ Chapter 11 bankruptcy in the U.S. Bankruptcy Court for the Southern District of Florida; and
- Raging Bull Acquisition Company LLC, an acquisition vehicle of funds managed by private equity firm Oaktree Capital Management, L.P., in its US$54 million acquisition of the assets of Quantum Foods, LLC as part of Quantum’s Chapter 11 bankruptcy in the U.S. Bankruptcy Court for the District of Delaware.
2013
- the unsecured creditors’ committee of AMR Corporation, the parent company of American Airlines Inc., in the company’s $11 billion merger with US Airways Group, Inc. as part of AMR’s Chapter 11 reorganization;
- Anchor BanCorp Wisconsin Inc. in its stock purchase agreements with institutional and other private investors as part of a $175 million recapitalization, and in its prepackaged Chapter 11 plan of reorganization in the U.S. Bankruptcy Court for the Western District of Wisconsin to facilitate the recapitalization;
- Dayco Products, LLC in connection with the proposed acquisition of the automotive manufacturing business of Revstone Industries, LLC from Metavation, LLC, a subsidiary of Revstone, as part of Metavation’s Chapter 11 bankruptcy proceeding in the U.S. Bankruptcy Court for the District of Delaware;
- Formation Capital, LLC and SAFANAD Limited (Switzerland) in connection with the $900 million recapitalization of Trident USA Health Services, LLC and National Hospice Holdings, LLC. As part of the recapitalization, the operations of Trident and National Hospice Holdings were merged; and
- Synagro Technologies, Inc. in its Chapter 11 restructuring in the U.S. District Court for the District of Delaware, including a US$30 million debtor-in-possession facility and the US$455 million sale of substantially all of its assets to EQT Infrastructure II, a private equity fund of EQT Partners AB (Sweden).
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Publications
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Identification and Protection of Operators of Sensitive Activities
- The Protection of Strategic Assets in Europe
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