Notable Representations, Key Contacts
Strategic Business Partners in Global M&A
Thinking Outside the Box
Significant Recent Global M&A Matters
in its $2.8 billion acquisition of all of the outstanding common shares not already owned by Brookfield Property Partners L.P. of Rouse Properties, Inc., a REIT that owns and manages regional shopping malls in the United States.
in its spin-off of Interactive Auto Inc. (“Xcar.com.cn”), an online social media site in China focused on automobiles that includes a buying guide, database and test reviews, to Xinjiang Guanghui Industry Investment Co., Ltd. and Shenzhen Co-Stone Venture Investment Management Company Limited. The deal included the pre-closing carve-out of certain China businesses from Interactive Auto's China subsidiary.
the holding company of the Vienna and Prague Stock Exchanges, together with Oesterreichische Kontrollbank Aktiengesellschaft, Austria's central financial and information service provider for the exporting sector and the capital market, in the sale of an approximately 70% stake in the Budapest Stock Exchange to the National Bank of Hungary.
- in its $925 million sale of eBay Enterprise to a consortium that includes Sterling Partners, Permira, Longview Asset Management and Innotrac, an ecommerce fulfillment company.
- in its acquisitions of Cargigi Inc., assets related to the Vivanuncios website, machine translation technology from AppTek Partners, LLC, Shutl Limited and 2dehands.be; in the acquisition by subsidiary PayPal of Duff Research; and in the acquisition by subsidiary mobile.de of Motor-Talk GmbH.
- in its $5.4 billion acquisition of the animal health business of Novartis AG, making Lilly's animal health business the second-largest animal health company by global revenue.
- in its acquisitions of CoLucid Pharmaceuticals, Inc., Avid Radiopharmaceuticals, Inc., Lohmann SE, ChemGen Corp., the world-wide rights to an intranasal glucagon from Locemia, and the North American rights to Erbitux® (cetuximab) (including commercialization and manufacturing responsibilities) from Bristol-Myers Squibb Company; and in the sale of veterinary assets to Virbac SA.
- in the $3.3 billion sale (and related reorganization) of its portfolio of electric generating plants in Texas, New England, and the Mid-Atlantic, to Dynegy Inc.
- in its $1.2 billion sale of FirstLight Power Resources Holdings, Inc., the owner of hydroelectric power plants with 1.4 GW of generation capacity in New England, to Public Sector Pension Investment Board.
in its strategic plan to sell most of GE Capital’s assets and GE Capital:
- in its $32 billion sale of its global Commercial Distribution Finance, North American Vendor Finance and North American Corporate Finance platforms to Wells Fargo & Co.
- in its $6.9 billion sale of its United States, Mexico, Australia and New Zealand fleet businesses to Element Financial Corporation, and in the sale of its European fleet businesses to Arval Service Lease S.A.
- in the sale of General Electric Railcar Services LLC to Wells Fargo & Co., and sale of its North American tank car rail assets and railcar repair business to Marmon Holdings, Inc.
- in its sale of a 23.3% stake in Hyundai Capital Services, a joint venture between Hyundai Motor Company and GE Capital and a provider of consumer financial products, to Hyundai Motor Company and Kia Motors Corporation.
in GE’s $20.4 billion offer to exchange Synchrony common stock for GE common stock, completing the separation of Synchrony from GE.
a provider of insurance, wealth management, investment, and financial solutions, as corporate counsel in its $2.7 billion sale to China Oceanwide Holdings Group Company Ltd.
a China-based conglomerate focused on airport and travel services, transportation and logistics:
- in its $6.5 billion acquisition of a 25% stake in Hilton Worldwide Holdings Inc. from affiliates of The Blackstone Group.
- in its $2.8 billion acquisition of Swissport International Ltd.
- in the approximately $6 billion acquisition by its member, Tianjin Tianhai Investment Co Ltd, a provider of international short-haul container shipping and freight agency services, of Ingram Micro Inc.
in its $1.5 billion acquisition of Vistana Signature Experiences following completion of the spin-off of Vistana from Starwood Hotels and Resorts Worldwide, Inc.
a media and entertainment group, together with Canal+ Group, in the $646 million sale of the majority stake in TVN S.A., Poland’s leading television broadcaster, to Southbank Media Ltd., a subsidiary of Scripps Networks Interactive, Inc.
as leader of an investment group, in that group's $13.9 billion take-private of Keurig Green Mountain, Inc., a provider of specialty coffees and of single-cup brewing system coffee makers.
in AT&T’s pending $108.7 billion acquisition of Time Warner Inc.
- in its $76 billion acquisition of all of the outstanding equity securities of Kinder Morgan Energy Partners, L.P., Kinder Morgan Management, LLC, and El Paso Pipeline Partners, L.P. — at the time, the largest energy merger since Exxon and Mobil combined in 1999.
- in its $5 billion acquisition of Copano Energy.
- in its $38 billion acquisition of El Paso Corporation, creating one of the largest energy companies in the world and in El Paso’s concurrent $7.15 billion sale of its E&P production business, EP Energy Corporation.
- in its acquisition of Vitacost.com, Inc., an online retailer of health and wellness vitamin, nutrition and personal care products.
- in its acquisition via tender offer of Roundy’s, Inc., a grocer and pharmacy operator in the Midwest.
- in its strategic partnership with, and investment in, Lucky’s Market, a specialty grocery store chain focused on natural, organic and locally-grown products.
a provider of online video viewing services, including movies, television, and music videos, in evaluation, leading to its approval and the subsequent consummation, of a take-private offer by Shanda Interactive Entertainment Limited.
- in its $1.3 billion acquisition of the CeraVe, AcneFree and AMBI skincare product brands from Valeant Pharmaceuticals International, Inc.
- in its $1.2 billion acquisition of IT Cosmetics, LLC from its founders, Jamie Kern Lima and Paulo Lima, and TSG Consumer Partners.
- in its formation MGM Growth Properties LLC (MGP), a controlled REIT, and in corporate, real estate and tax aspects of MGP’s $1.05 billion initial public offering.
- in its $1.175 billion sale of the real property of the Borgata Hotel Casino & Spa in Atlantic City, New Jersey to MGM Growth Properties LLC. The sale followed MGM Resorts’ $900 million acquisition of the 50% interest in the Borgata that it did not already own from Boyd Gaming Corporation.
- in its $2.8 billion merger with Melrose Industries PLC, an acquiror of high quality industrial manufacturing businesses.
- in its acquisition of 2GIG Technologies, Inc., a designer and supplier of technologically advanced residential security and home automation systems.
- in its acquisition of the heating, ventilation and cooling products business of Thomas & Betts Corporation.
- in its $9.3 billion acquisition via tender offer of NetSuite Inc., the provider of a cloud-based business management application suite that, at the time, ran the business of more than 30,000 companies.
- in its $5.3 billion acquisition of MICROS Systems, Inc., a provider of software and hardware solutions to the hospitality and retail industries.
- in its $1.7 billion acquisition of Acme Packet, a provider of software and hardware that enable the delivery of voice, video, data, and unified communications services and applications across Internet protocol (IP) networks.
- in its $1.5 billion acquisition of Responsys, Inc., a provider of enterprise-scale cloud-based B2C marketing software.
- in its $871 million acquisition of Eloqua, a provider of cloud-based marketing automation and revenue performance management software.
- in its $663 million acquisition of Textura Corporation, a provider of construction contracts and payment management cloud services.
- in its $532 million acquisition via tender offer of Opower, Inc. a provider of cloud-based software to the utility industry that analyzes energy data and presents personalized insights to consumers to motivate reductions in energy consumption.
- in its $2.67 billion all-stock reverse merger with Waste Connections, Inc.
in Reynolds American Inc.’s pending $49 billion merger with British American Tobacco p.l.c.
a designer, producer, and seller of luxury apparel and accessories, in the Groupe's sale to Mayhoola for Investments.
- in its approximately $1.4 billion acquisition of Zale Corporation.
- in its $625 million sale of convertible preferred shares to Leonard Green & Partners, the proceeds from which will be used to fund a repurchase of up to $625 million in Signet common stock.
a provider of premium subscription video programming on domestic pay television channels, global content distribution, and animated television and movie production, in Starz’s $4.4 billion sale to Lions Gate Entertainment Corporation.
- in its $4.4 billion acquisition of AOL Inc. Frederick Green was named “Dealmaker of the Week” for week ending May 15, 2015 by The Am Law Daily for his lead role advising on this transaction.
- in its acquisitions of Sensity Systems Inc., Intel Media, EdgeCast Networks, Inc. and Terremark Worldwide Inc., and in Terremark’s subsequent acquisition of CloudSwitch.
Boards of Directors, Special Board Committees and Governance
We have substantial experience assisting Boards of Directors and Special Board Committees with internal investigations, governmental investigations and litigation (including securities, class action and derivative litigations arising out of M&A transactions involving affiliated entities).
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Advised on more than 60 $1 billion+ deals, including two of the top five global announced transactions in 2016
Advised on $400B+ in announced transaction value in 2016, accounting for 11% of global market share
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Received “commended” ranking in category of Managing Complexity and Scale for its role advising Dow Chemical on its planned merger with DuPont and credited for helping to create a unique governance structure that will combine about 900 product lines
Financial Times Innovative Lawyers Report North America 2016
Ranked Top 5 for U.S., France and Poland M&A
mergermarket Year-End 2016 M&A League Tables
Weil Named an M&A “All-Star” for having won M&A Practice Group of the Year in 3 of the past 5 years
Corporate Department Chairman Michael Aiello and partner Keith Flaum Named M&A “Trailblazers”
National Law Journal
Corporate Chairman Michael Aiello Named M&A “MVP”
Jane Ross Recognized Among Women Leaders in Tech Law
Ranked Tier 1 in M&A category in the United States
Ranked Tier 1 for M&A in Hong Kong
Asian Legal Business