Skadden, Arps, Slate, Meagher & Flom offices in Washington, D.C. (Photo by Diego M. Radzinschi)
UPDATE: 7/14/14, 2:50 p.m. EDT. The names of the lawyers from Simpson Thacher & Bartlett advising KKR have been added to the 10th paragraph of this story.
Only a few days after Skadden, Arps, Slate, Meagher & Flom topped the first half M&A league tables for legal advisers, the firm grabbed roles advising the Archer Daniels Midland Company on its $3.1 billion buy of natural ingredient flavoring firm Wild Flavors, as well as Video Gaming Technologies (VGT) on its $1.3 billion sale to Australian gambling-machine maker Aristocrat Leisure.
Howard Ellin, a veteran M&A partner at Skadden and older brother of Hollywood director and “Entourage” creator Doug Ellin, is leading a team from the firm advising Franklin, Tenn.-based VGT on the deal that includes M&A partner Richard Witzel Jr. and associates Kyle Hatton and Kyle Seifried. Ellin is the former cohead of the corporate transactions practice at Skadden, which a year ago this month advised SHFL Entertainment on its $1.3 billion sale to rival casino-game maker Bally Technologies, according to our previous reports.
Tennessee’s Waller Lansden Dortch & Davis is providing local tax, real estate and corporate counsel to VGT on its sale to Aristocrat through partners Richard Johnson, J. Leigh Griffith and L. Hunter Rost Jr. Michael Bonner, the managing partner of Greenberg Traurig’s Las Vegas office, is serving as gaming regulatory counsel to VGT. Armstrong Teasdale partners Robert Reeser and David Jennings, the latter of which is also leader of his firm’s technology and licensing practice, are serving as IP counsel to the target. Michael Shapland serves as VGT’s lead in-house lawyer after former general counsel Todd McTavish left the company last year.
Covington & Burling and leading Aussie firm Allens are advising Sydney-based Aristocrat on its acquisition of VGT, a closely held maker of automated casino games such as Hot Red Ruby, Live-Call Bingo and Mr. Money Bags that was founded 23 years ago by its CEO Jon Yarbrough, according to the Nashville Business Journal.
Allens M&A partner Vijay Cugati and banking and finance partner Renee Boundy are working with Covington M&A cochair Catherine Dargan on the deal, which The Wall Street Journal reports is a bet by Aristocrat on the future health of the U.S. casino industry. Other Covington lawyers working on the matter include corporate partner Michael Riella, antitrust cochair Deborah Garza, finance partner John Gourary, IP partner Andrea Reister and of counsel Stuart Irvin, tax partner Robert Heller, employee benefits partner Michael Francese, capital markets partner Kerry Burke and special counsel Matthew Franker, real estate of counsel Heather Haberl and associates Rachel Beller, James Burke IV, Kyle Rabe, Nicholas Simon, Spencer Walters, William Woolston and Brian Yang.
Skadden’s Witzel is also part of a team of lawyers from the firm advising Decatur, Ill.-based agribusiness giant ADM on its acquisition of Zug, Switzerland-based Wild Flavors. Other Skadden lawyers working on the deal include M&A partners Matthias Horbach and Brian Duwe, tax partners Johannes Frey and Sarah Ralph, and antitrust partners Ingrid Vandeborre and Ian John. The firm has previously handled various matters for ADM. (Witzel, who made partner in 2007, declined to comment on the firm’s dual deal roles for ADM and VGT.)
ADM named former Sidley Austin partner D. Cameron Findlay as its new general counsel in June 2013. Stuart Funderburg serves as ADM’s associate general counsel and assistant secretary, while earlier this year Benjamin Bard was named as the company’s new global chief compliance officer. Kelvin Westbrook, a former M&A partner at Paul Hastings, is an independent member of ADM’s board of directors.
U.S. Senate records show that ADM has paid $820,000 to Akin Gump Strauss Hauer & Feld since the beginning of 2010 for lobbying work on food and renewable energy-related matters. Akin Gump’s relationship with ADM goes back decades, including helping the company forge a sidecar deal to its $100 million price-fixing settlement with federal prosecutors in 1996, the subject of Kurt Eichenwald’s 2000 book “The Informant,” later the subject of a major motion picture starring Matt Damon. (Williams & Connolly, which helped ADM ink a $54 million settlement with the U.S. Justice Department last year on separate FCPA charges, saw former partner and ADM lawyer Aubrey Daniel III be played by actor Clancy Brown in that film.)
Freshfields Bruckhaus Deringer is advising Wild Flavors on its proposed sale to ADM, according to German legal publication Juve, which notes that Magic Circle rival Linklaters advised Japan’s Ajinomoto on its ultimately unsuccessful bid for the Swiss-German business owned by private equity giant KKR and Hans-Peter Wild, the son of Wild Flavors founder Rudolf Wild. Former Freshfields counsel Sebastian Kalb serves as interim general counsel for Wild Flavors.
A team of lawyers from Simpson Thacher & Bartlett led by corporate partner Alvaro Gomez de Membrillera Galiana, antitrust partner David Vann Jr. and associates Anais Fritz and Nicolas Wehrli are advising longtime client KKR on its sale of Wild Flavors. Reuters reports that the company, the world’s sixth-largest flavors provider, will become a new unit of ADM should its sale close as expected before year’s end.
Skadden, whose dealmaking prowess was profiled in a May 2006 feature story in The American Lawyer, also saw its lawyers recently grab roles advising Destination Maternity on its $456.6 million bid for U.K. rival Mothercare, Chinese classified advertisements company 58.com on its $736 million sale of a nearly 20 percent stake to China’s Tencent Holdings and Amherst Securities Group on its proposed merger with Pierpont Securities.
The firm also continues to advise Hillshire Brands on its $7.7 billion sale to Tyson Foods, and recently helped NextEra Energy Partners raise $467 million through an initial public offering. A recent U.S. Securities and Exchange Commission filing by the wind and solar energy company shows that its float generated $6.9 million in legal fees and expenses.