Skadden, Arps, Slate, Meagher & Flom, a firm whose reputation for transactional work is so strong it was once paid to not get involved in hostile deals during the 1980s, has had a busy month on the deal front amid an otherwise down period for M&A.
Earlier this week, Skadden grabbed a lead role advising SprintNextel—the nation’s third-largest wireless carrier—in connection with its proposed $20.1 billion sale to Japanese buyer SoftBank, according to sibling publication The Asian Lawyer, which has the complete breakdown on the lawyers involved in that transaction. (Skadden is also advising heavy-duty truck maker Oshkosh on a $3 billion unsolicited bid by Carl Icahn.)
At the same time, Skadden is working on four other deals announced this month with a total value of nearly $5 billion, including Wednesday’s $2.6 billion cash-and-stock purchase of microchip component maker Cymer by Dutch technology company ASML Holding.
Skadden M&A partners Richard Ely and Neil Stronski, antitrust partners Ian John and Simon Baxter, employee benefits partner Neil Leff, tax partner Sally Thurston, corporate finance partner James McDonald, and M&A counsel Timothy Fesenmyer are leading a team from the firm representing ASML on the matter.
Ely and McDonald also advised ASML this summer on a $4 billion investment and production deal in which 10 percent of the company was sold to leading semiconductor maker Intel. Robert Roelofs serves as vice president of legal and general counsel for Veldhoven, Netherlands-based ASML, which is receiving local counsel from leading Dutch firm De Brauw Blackstone Westbroek.
Sullivan & Cromwell M&A partners Alison Ressler and Eric Krautheimer are advising San Diego–based Cymer on its sale to ASML, according to an SEC filing by the target company. The deal is expected to close in the first half of 2013.
Another deal announced this week in which Skadden had a hand: Seattle-based Emeritus’s $1.73 billion sale of 133 so-called senior living communities to real estate investment trust HCP. The real estate assets being sold are currently owned by a joint venture between Emeritus and Blackstone Real Estate Partners VI, an affiliate of New York–based private equity giant The Blackstone Group.
Skadden M&A partners Joseph Coco and Peter Serating, tax partner John Rayis, real estate partner Audrey Sokoloff, and corporate finance partner David Goldschmidt are leading a team from the firm’s REIT group representing Emeritus, the nation’s largest operator of assisted-living facilities, as well as HCP. (Mark Finkelstein, a former partner at Seattle’s Graham & Dunn, was named general counsel of Emeritus earlier this year.)
Skadden advised HCP in 2010 on its $6.1 billion acquisition of assets from HCR ManorCare. HCP tapped the firm this time around to advise on the sale of 22 million shares of common stock that the Long Beach, California–based REIT will use to finance the deal with Emeritus. SEC filings by HCP show that Ballard Spahr is serving as its Maryland legal counsel, while Sidley Austin is acting as counsel to underwriters led by Goldman Sachs on the stock sale.
The Daily Deal reports that Paul, Weiss, Rifkind, Wharton & Garrison is also advising HCP in connection with its purchase of the 133 senior living centers, which Emeritus and Blackstone spent $1.2 billion to buy in 2010 at an auction for bankrupt Sunwest Management. (Click here, here, and here for previous stories from The Am Law Daily about the firms caught up in Sunwest’s demise.)
Former Bryan Cave of counsel James Mercer took over as HCP’s general counsel in July 2011 from predecessor J. Alberto Gonzalez-Pita. Michael McKee, a former partner at Latham & Watkins involved in another major REIT deal announced last month, is a member of HCP’s board of directors.
Simpson Thacher & Bartlett real estate head Gregory Ressa, real estate partner Erik Quarfordt, and tax partner John Hart are leading a team from the firm advising longtime client Blackstone on the transaction. Former Simpson M&A partner John Finley left the firm in 2010 to become Blackstone’s chief legal officer, and the firm represented Blackstone when it and Emeritus acquired the senior living properties from Sunwest two years ago.
Meanwhile, Skadden also snagged a role this week representing funeral services products maker Hillenbrand on its $530 million purchase of Stuttgart-based material handling equipment maker Coperion Capital, a portfolio company of Germany’s oldest private equity firm Deutsche Beteiligungs.
Skadden M&A partners Charles Mulaney Jr., Matthias Jaletzke, and Bernd Mayer, finance partners Lynn McGovern and Johannes Kremer, litigation partner Charles Smith, and European antitrust cohead Baxter, who joined the firm in 2010 from Clifford Chance, have taken the lead advising Batesville, Indiana–based Hillenbrand on the Coperion acquisition. (Mulaney is also advising cleaning services company Ecolab on its $2.2 billion cash-and-stock acquisition of the Permian Mud Service.)
Coperion was bought by Deutsche Beteiligungs in 2007 in a deal that yielded roles for Magic Circle firms Clifford Chance and Linklaters, as well as White & Case, according to German legal publication Juve.
Information about Coperion’s legal advisers on the proposed sale to Hillenbrand was not immediately available. Mayer Brown corporate and M&A partner Hendrik Otto is a member of the supervisory board for Frankfurt-based Deutsche Beteiligungs.
Finally, Skadden has also secured a role advising Athens-based Alpha Bank on its acquisition of struggling Greek rival Emporiki Bank from France’s largest bank, Crédit Agricole, for the token price of 1 euro ($1.30), according to British publication Legal Week.
Seasoned dealmaker Pierre-Servan Schreiber, who hails from one of France’s most prominent families and serves as the head of both Skadden’s Paris office and its local M&A practice, is leading a team from the firm representing Alpha, the second-largest bank in Greece.
Skadden previously advised Alpha Bank on its proposed merger with Athens-based Eurobank, Greece’s third-largest bank, according to our previous reports. Alpha Bank ultimately abandoned that deal earlier this year as the country’s economic crisis deepened. (Greece’s unemployment rate reached a whopping 25.1 percent this summer, according to the BBC.)
In the wake of the $173 billion economic rescue package for Greece that 17 eurozone finance ministers approved in February, many of France’s largest banks, including Crédit Agricole and Société Générale, have sought to pull out of their investments in the country in the event Greece decides to leave the euro.
Crédit Agricole paid about $2.9 billion for its stake in Athens-based Emporiki back in 2006, although the investment has since cost the Paris-based bank roughly $11.5 billion, according to The Daily Deal. Legal Week reports that Clifford Chance is advising Crédit Agricole on its sale of Emporiki, a process it began earlier this month and hopes to complete by the end of the year.
Skadden, which has remained bullish on M&A in certain emerging markets despite the global downturn in deal volume, also saw U.S. regulators this week approve another deal on which it recently took a lead role.
Antitrust partners Steven Sunshine in Washington, D.C., and Ingrid Vandenborre in Brussels were retained as regulatory counsel earlier this year by Watson Pharmaceuticals, a Parsippany, New Jersey–based Skadden client seeking to move forward with a $5.6 billion acquisition of Swiss drugmaker Actavis Group.
The Federal Trade Commission approved the merger this week on the condition that Watson divest itself of 21 products, according to sibling publication The Blog of Legal Times. The European Commission also approved the deal, which is expected to close by year’s end.