ALM Properties, Inc.
Page printed from: Corporate Counsel
Select 'Print' in your browser menu to print this document.
Deals & Suits
Berkshire / 3G Capital
Warren Buffett has always loved strong consumer brands, and on Valentine's Day he put his money where his heart is. Buffett's investment vehicle Berkshire Hathaway Inc. teamed with 3G Capital Inc. on a $28 billion agreement to buy H.J. Heinz Co., makers of Heinz ketchup. A good chunk of Heinz's $11.6 billion of sales last year were to 3G Capital portfolio company Burger King Holdings Inc., which the Brazilian-owned private equity firm acquired in 2010.
Heinz shareholders stand to receive $72.50 in cash per share, a 20 percent premium to the target's closing price on February 13, the day before the deal was announced. Berkshire and 3G Capital will pay a total of $23 billion for Heinz's equity and will also assume $5 billion in debt. The parties hope to close the deal in the third quarter pending approvals from regulators and Heinz shareholders.
For acquiror Berkshire Hathaway Inc. (Omaha)
Munger, Tolles & Olson:
Robert Denham, Brett Rodda, Mary Ann Todd, and associate Sarah Graham. Finance: Judith Kitano. Tax: Stephen Rose. (All are in Los Angeles.) Munger is Berkshire's longtime outside counsel.
For acquiror 3G Capital Inc. (New York)
General counsel Bradley Brown.
Kirkland & Ellis:
David Feirstein, Stephen Fraidin, Daniel Michaels, William Sorabella, Christopher Torrente, and associates Richard Brand, Brandon Charnas, and Adele Maloney Thomas. Debt finance: Jay Ptashek and associate Nicholas Schwartz. Capital markets: Michael Kim and Joshua Korff. Executive compensation: Scott Price and associate Suzi Sabogal. Tax: Steven Clemens and Greer Phillips. Private investment fund formation: Andrew Wright. Antitrust: Mark Kovner. Litigation: Peter Doyle. (All are in New York except for Washington, D.C.based Michaels and Kovner.) Kirkland represented 3G on its proxy fight against CSX Corporation in 2008 and on its acquisition of Burger King [Deals & Suits, December 2010].
For target H.J. Heinz Co. (Pittsburgh)
General counsel Theodore Bobby.
Davis Polk & Wardwell:
M&A: John Bick, Michael Davis, Arthur Golden, and associate Lee Hochbaum. Executive compensation and employee benefits: Kyoko Takahashi Lin. Tax: Kathleen Ferrell. Financing: James Florack, Michael Kaplan, and associate Sophia Hudson. Antitrust: Ronan Harty. (All are in New York.) The firm represented the company in 2010 on its $165 million purchase of Foodstar Holdings Pte. Ltd. and on its 1999 sale of its Weight Watchers unit to Artal Luxembourg S.A. for $735 million. Davis also advised Heinz in a 2006 proxy fight with Nelson Peltz, who now sits on Heinz's board.
For transaction committee of Heinz's board
Wachtell, Lipton, Rosen & Katz:
Corporate: Edward Herlihy and David Shapiro. (Both are in New York.)
* * * * * *
Michael Dell agreed on February 5 to take Dell Inc. private in a $24.4 billion deal that would be by far the largest leveraged buyout since the collapse of the financing markets in 2007. Dell will continue to serve as the CEO and chairman of the computer manufacturer he founded in 1984 and will roll over his 14 percent Dell stake in the buyout. He will also invest $750 million through his own investment vehicle, MSD Capital L.P.
Private equity firm Silver Lake Partners L.P. will make a significant but undisclosed investment in the buyout, and Microsoft Corporation will make a $2 billion loan to Dell to help pay for the deal, with the rest of the funding to come in the form of debt raised by Bank of America Merrill Lynch, Barclays PLC, Credit Suisse Group AG, and RBC Capital Markets LLC.
The target's stockholders will receive $13.65 in cash per share, a 25 percent premium to Dell's closing price on January 11, the last trading day before news of the talks broke. The parties hope to close the deal in the second quarter pending approvals from regulators and Dell shareholders other than Michael Dell. At press time shareholders led by Southeastern Asset Management Inc. were trying to scuttle the deal.
For acquiror Silver Lake Partners L.P. (Menlo Park, California)
Chief legal officer Karen King and general counsel Andrew Schader.
Simpson Thacher & Bartlett:
M&A: Richard Capelouto, Chad Skinner, and associates Dena Acevedo, Jonathan Amt, Atif Azher, Alexander Coffin, Kathleen "Kate" Edwards, Brian Osimiri, David Ray, M. Nicholas Washburn, and Erica Wilson. Capital markets: William Brentani, John Lobrano, Michael Nathan, and associate Alexis Orenstein. Credit: Jennifer Hobbs and associates Seth Niedermayer and Adam Shapiro. Structured finance: Laura Palma. Tax: John Creed, Katharine Moir, and associate Jason Vollbracht. Executive compensation and employee benefits: Tristan Brown and associates Grace Lin Wirth and Jennifer Wolff. Antitrust: Joseph Tringali, senior counsel Michael Naughton, and associates Jane Lee and David Shogren. Intellectual property: Jeffrey Ostrow, counsel Joshua Walker, and associates Michael Hasper, Samantha Himelman, Emiko Kurotsu, Mindy Lok, Michelle Lyon, Roxana Niktab, and Jodie Sopher Pimentel. Environmental: senior counsel Michael Isby. Real estate: counsel Krista McManus. Financial services regulatory: Stacie McGinn. (All are in Palo Alto except for the following. Lobrano, Nathan, Hobbs, Niedermayer, Shapiro, Palma, Creed, Tringali, Naughton, Himelman, Lok, Pimentel, Isby, McManus, and McGinn are in New York. Lee is in London. Shogren is in Washington, D.C.) Simpson is Silver Lake's regular outside counsel. King is a former Simpson lawyer.
Young Conaway Stargatt & Taylor:
Litigation: David McBride and Bruce Silverstein. Corporate: James Hughes Jr. and John Paschetto. (All are in Wilmington.)
For shareholder and acquiror Michael Dell and MSD Capital L.P. (New York)
At MSD Capital: general counsel Marc Lisker and chief corporate counsel Marcello Liguori.
Wachtell, Lipton, Rosen & Katz:
Corporate: Martin Lipton, Gordon Moodie, Andrew Nussbaum, Steven Rosenblum, and associates Kendall Fox, Victor Goldfeld, and Sara Lewis. Antitrust: Joseph Larson and associate Yuni Yan. Executive compensation and benefits: Michael Segal. Litigation: John Savarese and William Savitt. Finance: Joshua Feltman and associates Gregory Pessin and Peter Zuckerman. Tax: T. Eiko Stange and associate Tijana Dvornic. Trusts and estates: counsel Pamela Ehrenkranz. (All are in New York.)
Potter Anderson & Corroon:
Corporate: Michael Reilly, Michael Tumas, and Donald Wolfe Jr. (All are in Wilmington.)
For lender Microsoft Corporation (Redmond, Washington)
Assistant general counsel Keith Dolliver.
Sullivan & Cromwell:
Corporate: Alison Ressler, special counsel Lisa Murison, and associate Gideon Rov. Tax: David Spitzer and associate Theodore Holt. (Ressler, Murison, and Rov are in Los Angeles. Spitzer and Holt are in New York.)
For special committee of board of directors of Dell Inc.
Debevoise & Plimpton:
M&A: Michael Diz, William Regner, Jeffrey Rosen, and associates Jessica Batzell, Jennifer Chu, Sue Meng, and Kamal Nesfield. Executive compensation and employee benefits: Lawrence Cagney and associate Rohit Nafday. Tax: Peter Furci and associate Andrew Herman. Antitrust: Daniel Abuhoff, Gary Kubek, international counsel Timothy McIver, and counsel Kyra Bromley. Finance: Pierre Maugüé, Jeffrey Ross, counsel Christopher Rosekrans, and associates Andrew Jamieson, Catherine Kiwala, and Ramya Tiller. Securities litigation: Maeve O'Connor. (All are in New York except for London-based McIver.) The special committee interviewed several firms and chose Debevoise. Rosen and Dell general counsel Lawrence Tu both practiced at O'Melveny & Myers earlier in their careers. Tu was the general counsel at National Broadcasting Company Inc. when Rosen represented NBC in agreeing to combine with Vivendi Universal Entertainment to form NBC Universal in 2003 [Deals & Suits, January 2004]. Tu joined Dell the next year and in 2010 tapped Rosen for advice on an agreement to buy 3Par Inc., which took a higher offer from Hewlett-Packard Company [Deals & Suits, December 2010].
Morris, Nichols, Arsht & Tunnell:
Corporate: Frederick "Rick" Alexander and Melissa DiVincenzo. Litigation: S. Mark Hurd. (All are in Wilmington.)
For target Dell Inc. (Round Rock, Texas)
General counsel Lawrence Tu, securities and finance counsel Janet Wright, corporate finance and M&A counsel Mark Mouritsen, legal directorcorporate Robert Potts, senior counselsecurities Robert Lindsey, financial services counsel Daniel Murphy, and global operations counsel Alan Richey.
Securities: Joseph Connolly Jr., Kevin Greenslade, Richard Parrino, and associate Todd Aman. Finance: Bruce Gilchrist, Eve Howard, Peter Humphreys, Evan Koster, and associates David Cohn and Evan Kelson. Employee benefits: Christian Chandler, Margaret de Lisser, and associate Margaret "Meg" McIntyre. Corporate: J. Brent Singley, Carine Stoick, counsel Miyun Sung, and associates Clyde Crane IV, Brandon Egren, Tyler Kirtley, Theresa Nagy, and Gabrielle Witt. Government contracts: Todd Overman. Intellectual property: associates Adam Aft and Nicholas Nugent. Labor: Dominique Mendy. (All are in Washington, D.C., except for the following: Greenslade, Aman, Singley, Stoick, Crane, Nagy, Witt, Aft, and Nugent are in McLean, Virginia; Humphreys, Koster, Cohn, and Kelson are in New York; Mendy is in Paris.)
Richards, Layton & Finger:
Corporate: Michael Allen, Donald Bussard, and Mark Gentile. Litigation: Gregory Williams. (All are in Wilmington.)
Alston & Bird:
Securities litigation: John Latham. (He is in Atlanta.)
* * * * * *
Liberty Global Inc. agreed to pay $23.3 billion in cash, stock, and assumed debt for British cable television and Internet operator Virgin Media Inc. on February 5. The deal would make Liberty the United Kingdom's second-largest company in that sector and expand its presence in Europe.
Virgin Media shareholders will receive $17.50 a share in cash and a mix of Liberty Global series A and series C shares. The consideration is worth a total of $47.87 per Virgin Media share, a 24 percent premium to the target's February 4 closing price. Virgin shareholders will own 36 percent of Liberty Global's stock and control 26 percent of its vote upon the closing of the deal, which the parties expect will come in the second quarter pending approvals from regulators and both sets of shareholders.
For acquiror Liberty Global Inc. (Englewood, Colorado)
General counsel Bryan Hall, deputy general counsel Jeremy Evans, senior corporate counsel Ruchi Kaushal, senior legal counsel Sasha McFarquhar, and senior corporate counsel Justin Wolfe.
Shearman & Sterling:
M&A: George Casey, Jeremy Kutner, Eliza Swann, and associates Simon Little, Jessica Nielsen, and Dorman Yale. Litigation: Alan Goudiss. Tax: Laurence Bambino and counsel Ethan Harris. Executive compensation and employee benefits: Doreen Lilienfeld. (All are in New York except for London-based Kutner and Little and Washington, D.C.based Harris.)
Ropes & Gray:
Finance: Maurice Allen, Matthew Cox, Michael Goetz, Michael Kazakevich, and W. Jane Rogers. Corporate: Will Rosen, Kiran Sharma, and James Thomas. Tax: John Baldry. (All are in London except for Boston-based Thomas.) Ropes represented the company on the financing for its $4.5 billion acquisition of German cable company Kabel BW Erste Beteiligungs GmbH, better known as KBW, in 2011.
Competition: Suyong Kim. Pensions: Duncan Buchanan. Executive share incentives: Louise Whitewright. Corporate: Alan Greenough. (All are in London.)
For target Virgin Media Inc. ?(New York)
Assistant general counseldirector of corporate development and governance Caroline Withers, director of commercial Pam Claridge, director of regulatory affairs Hugo Lindsay, director and assistant general counsel Catherine Moroz, senior counsel Gregory Nardini and Liz Pierson, and group tax director Jeni Sarson.
Fried, Frank, Harris, Shriver & Jacobson: Corporate: Richard May, Robert Mollen, John Sorkin, and senior counsel Arthur Fleischer Jr. Antitrust: Alasdair Balfour. Executive compensation and employee benefits: Amy Blackman and Sheena McCaffrey. Intellectual property and technology: Daniel Glazer. Litigation: William McGuinness. Tax: Robert Gaut and Richard Wolfe. (All are in New York except for London-based May, Mollen, Balfour, McCaffrey, and Gaut.) Fried Frank represented the bondholder groups of predecessor companies NTL Inc. and Telewest Global Inc. in 2003 and in 2004 became counsel to both companies when they were restructured. The firm did the financing work when NTL and Telewest merged in 2006 and represented the combined company when it merged with Virgin Mobile in 2006.
Milbank, Tweed, Hadley & McCloy: Financing: Timothy Peterson, Mark Stamp, and associates Shoshanna Harrow, John Goldfinch, and Edward "Jay" Southgate. Leveraged finance: Suhrud Mehta. Corporate and M&A: of counsel David Schwartz. Tax: Russell Jacobs. Litigation: Alan Stone. (All are in London except for New Yorkbased Southgate, Schwartz, and Stone.) Peterson began representing the company when Telewest was emerging from its debt restructuring in 2003.
* * * * * *
Pfizer Inc. raised $2.2 billion on January 31 in an initial public offering of Madison, New Jerseybased Zoetis Inc. The deal was the largest IPO by a U.S. company since that of Facebook Inc. [Deals & Suits, August, 2012]. Pfizer sold 86.1 million shares in its animal health unit at $26 apiece. The stock opened at $31.50 per share on February 1 in trading on the New York Stock Exchange. Zoetis, which makes vaccines for livestock and household pets, closed at $32.51 on March 26, giving the company a market capitalization of $16.25 billion. Pfizer still owns 83 percent of Zoetis.
For issuer Pfizer Inc. (New York)
At Zoetis: general counsel Heidi Chen, U.S. chief counsel and chief compliance officer John Martin, intellectual property chief counsel Barbara Renda, trademark counsel Jane Ungaro, manufacturing, R&D, and regulatory chief counsel Sal Colletti, tax vice president Jerome Mychalowych, chief governance counsel Katherine Walden, and Canada and Latin America chief counsel Brett Haring. At Pfizer: general counsel Amy Schulman. Corporate: associate general counsel Bryan Supran, senior corporate counsel Stephen Diamond and Andrew Muratore, and assistant corporate counsel Rohit Malik. Tax: senior vice president Joseph Gruber, vice presidents Andre Petrunoff and Don Whitt, and senior tax counsel Lillian Kessler. Intellectual property: assistant general counsel Mark Cooper, Seth Jacobs, Jane Massaro, and Tiffany Trunko. Corporate governance: assistant general counsel and corporate secretary Matthew Lepore, assistant general counsel Tara Gabbai, and corporate counsel Madelyn Dorman Purcell. Environmental: assistant general counsel Merrill Fliederbaum and Michael Mahoney and corporate counsel Stephanie Haggerty. Manufacturing: senior corporate counsel Joan Root. Real estate: assistant general counsel William Longa. Compliance: senior corporate counsel Irina Dragulev. Employment: assistant general counsel T.R. Kelly. Employee benefits: assistant general counsel Mary Crotty and senior corporate counsel Lori Hernando.
Skadden, Arps, Slate, Meagher & Flom:
Corporate finance: Stacy Kanter and Dwight Yoo. Tax: Steven Matays, Dean Shulman, and Sally Thurston. M&A: Thomas Greenberg and Paul Schnell. (All are in New York.) Skadden represented Pfizer last year when it sold its infant nutrition unit to Nestlé SA for $11.85 billion [Deals & Suits, July 2012].
Corporate: Christoph Holstein, counsel Daryl Fairbairn, senior associate Trevor Wedman, and associates Philipp Heer, Dominik Kruse, and Hi-Zin Pak. (All are in Düsseldorf except for New Yorkbased Fairbairn.)
Corporate: Jonathan Klein, of counsel Nia Brown, and associates Gregory Chludzinski, David Turner, and Jon Venick. (All are in New York.) Pfizer GC Schulman is a former DLA partner.
For lead underwriters JPMorgan Chase & Co. (New York), Bank of America Corporation (Charlotte), and Morgan Stanley (New York)
At JPMorgan: associate general counsel Leslie Gardner. At Bank of America: associate ?general counsel Thomas Yang. At Morgan Stanley: executive director Michael Kim.
Davis Polk & Wardwell:
Capital markets: Richard Truesdell Jr., counsel Jeff Ramsay, and associates Michael Crowley and Adam Gelardi. Tax: Michael Mollerus and associate Isaac McDonald. Environmental: counsel Betty Moy Huber and associate Catharine Thorpe. Intellectual property: associate David Bauer. (All are in New York.) Truesdell often works with Sri Kosaraju, a managing director in equity capital markets at JPMorgan, who hired Davis Polk.
* * * * * *
Republic of Iraq v. ?ABB
In a 49-page decision issued on February 6, U.S. District Judge Sidney Stein in Manhattan dismissed five-year-old claims brought on behalf of the Republic of Iraq against more than 90 companies that participated in the Oil-for-Food program, which allowed Iraq to sell oil globally in exchange for food and medicine for Iraqi citizens. The program was dismantled in 2003 amid claims of widespread corruption; a report by Paul Volcker found that Saddam's regime had stolen $1.8 billion.
Stein concluded that Iraq didn't have standing to sue because it was partly responsible for the wrongdoing alleged in the complaint. He also rejected Iraq's bid to avail itself of the Racketeering Influenced and Corrupt Organizations Act and the Foreign Corrupt Practices Act.
Houston-based plaintiffs lawyer Mark Maney brought the case in 2008, and later enlisted the help of Stanley Bernstein and Christian Siebott of Bernstein Liebhard. They alleged that dozens of companies, including Chevron Corporation and Siemens AG, participated in a kickback scheme organized by Saddam Hussein. By pricing its oil below market price and overpaying for food and medicine, the Hussein regime allegedly was able to skim off hundreds of millions of dollars. Companies that cooperated allegedly received side payments in the form of surcharges.
The complaint also alleged that BNP Paribas SA manipulated the escrow account for the Oil-for-Food program, and, in doing so, committed wire fraud and mail fraud. To fight the accusations, BNP hired Washington, D.C., defense heavyweight Robert Bennett of Hogan Lovells. He argued BNP's case at the defendants' motion to dismiss in October, while James Gillespie and Thomas Yannucci of Kirkland & Ellis, ABB AG's lead lawyers, argued on behalf of all the defendants.
After addressing standing, Stein dismissed the RICO claims that were based on the wire and mail fraud charges on the grounds that Iraq participated in the alleged wrongful conduct. The FCPA antibribery statute, he noted next, has no private right of action.
The plaintiffs have appealed.
For plaintiff the Republic of Iraq
Maney & González-Félix:
Mark Maney and Roliff Purrington. (They are in Houston.) Purrington, a former member of the Coalition Provisional Authority in Iraq, was asked by his Iraqi contacts to handle the matter.
Stanley Bernstein and Christian Siebott. (They are in New York.)
For defendants ABB AG (Mannheim, Germany) and Siemens AG (Munich) et al.
Kirkland & Ellis:
Brant Bishop, Karen DeSantis, James Gillespie, Robert Gilmore, Thomas Yannucci, counsel John Bolton, and associates Nathaniel Buchheit, Mark Champoux, and Ragan Naresh. (They are in Washington, D.C. Champoux has left the firm.)
For defendant BNP Paribas SA (Paris)
Robert Bennett, Chris Handman, and Ellen Kennedy. (They are in Washington, D.C.) Bennett has handled many matters for BNP relating to its role in the Oil-for-Food program. The firm presented issues specific to the BNP Paribas defendants.
Skadden, Arps, Slate, Meagher & Flom:
Jennifer Spaziano. (She is in Washington, D.C.)
-Jan Wolfe, with Tom Coster
* * * * * *
In Re Old Carco LLC
Third time's the charm. After two prior rulings in their client's favor, Shearman & Sterling's Jaculin Aaron and Alan Goudiss put to rest a $4.7 billion lawsuit against their client Daimler AG related to its 2007 spin-off of Chrysler LLC. On January 30 the U.S. Court of Appeals for the Second Circuit threw out claims against Daimler by a trust for Chrysler bankruptcy creditors. The trust had alleged that the spin-off was a massive fraudulent conveyance. But the Second Circuit, affirming two prior rulings, dismissed the case.
Daimler and Chrysler merged in 1998. But in 2007, amid growing losses, Daimler spun off 80 percent of Chrysler to Cerberus Capital Management L.P. The deal injected about $5 billion in fresh capital into Chrysler, and also allowed Daimler to offload billions of dollars in health care and pension liabilities. Shearman's corporate lawyers helped engineer the transaction underlying the dispute; in case Daimler had to defend the spin-off in court, litigators like Goudiss and Aaron worked alongside them.
Sure enough, after Chrysler filed for Chapter 11 in 2009, its creditors sued Daimler, alleging that Daimler had stripped Chrysler of its most valuable assets before the sale, leaving nothing for creditors. Four law firms vied for the role of lead plaintiffs counsel, which Susman Godfrey eventually won.
Aaron and Goudiss moved to dismiss in 2010. Daimler claimed the appellant, the bankruptcy trust representing Chrysler creditors' interests, was assigning implausible values to certain DaimlerChrysler assetsin particular the company's distribution and sales arm, DaimlerChrysler Motors Corporation. Under the spin-off deal, Chrysler could quickly cut ties with the unit if it wanted. The trust assumed that an independent Chrysler would do exactly that, and therefore pegged the unit's value at no more than $450 million. Aaron and Goudiss argued that it didn't make sense that an independent Chrysler would cut ties with its sales arm, because Chrysler owed it $11 billion; they estimated the entity's worth at $5.5 billion. The Second Circuit agreed that the $450 million valuation was implausible.
U.S. Bankruptcy Judge Arthur Gonzalez agreed, dismissing the case in 2011. U.S. District Judge Denise Cote affirmed the decision six months later. The Second Circuit panel affirmed Cote's ruling.
For Old Carco LLC Liquidation Trust
Suyash Agrawal, Edgar Sargent, and Stephen Susman. (Sargent is in Seattle. Susman is in New York; Agrawal has left the firm.)
Stutzman, Bromberg, Esserman & Plifka:
Robert Brousseau, Peter D'Apice, and Sander Esserman. (They are in Dallas.)
For Daimler AG (Stuttgart, Germany)
Director of global litigation Paul Hecht and senior counsel Stephanie Roth.
Shearman & Sterling:
Jaculin Aaron, Paula Anderson, Alan Goudiss, W. Jeffrey Lawrence, Markus Rieder, counsel Susan Fennessey and Ansgar Simon, and associates K. Mallory Brennan, Stefan Falge, Christopher Lanzalotto, Anthony Marinello, and Mojoyin Onijala. (Rieder and Falge are in Munich; the rest are in New York.)
J.W., with T.C.
* * * * * *
Genesee County Employees' Retirement System v. ?Merck
Three weeks ahead of a scheduled trial, Merck & Co. Inc. announced on February 14 that it had agreed to pay $688 million to settle two shareholder class actions in federal district court in Newark related to its anticholesterol drug Vytorin. The settlement resolves claims that the company had withheld negative reports about Vytorin.
Merck did not admit to any wrongdoing in the settlement; according to shareholders' counsel, the settlement is one of the largest ever achieved in a case alleging that a company disseminated materially false statements without a government finding of wrongdoing against the company.
The agreement was reached after U.S. District Judge Dennis Cavanaugh granted class certification in the suits and the U.S. Court of Appeals for the Third Circuit declined the defendants' petition for review of class certification. Merck's general counsel Bruce Kuhlik announced that the settlement was driven by a desire to avoid the uncertainty of a jury trial.
Merck looked to Daniel Kramer and Theodore Wells Jr. of Paul, Weiss, Rifkind, Wharton & Garrison. Investors looked to Bernstein Litowitz Berger & Grossman's Salvatore Graziano; Daniel Berger of Grant & Eisenhofer; and Christopher McDonald of Labaton Sucharow as colead counsel.
In March 2008 Merck released a report that showed that Vytorin, a combination of the drug Zetia and generic drug simvastatin, wasn't any more effective than use of the generic drug alone. The release caused Merck's share price to plummet, and the shareholder suits were filed soon afterward.
Under the settlement, which Judge Cavanaugh had not yet approved at press time, Merck will pay $215 million to class members in Genesee County Employees' Retirement System v. Merck & Co. and $473 million to the class in Manson v. Schering-Plough Corp. (Merck and Schering-Plough merged in 2009 after selling Vytorin through a joint venture.)
For plaintiff shareholders classes
Bernstein Litowitz Berger & Grossman:
Max Berger, Salvatore Graziano, and associates Laura Gundersheim and Adam Wierzbowski. (They are in New York.)
Grant & Eisenhofer:
Jeff Almeida, Daniel Berger, Jay Eisenhofer, John Kairis, and senior counsel Diane Zilka. (Berger and Eisenhofer are in New York; the rest are in Wilmington).
Christopher McDonald, Jonathan Plasse, and Stephen Tountas. (They are in New York.)
For defendants Merck & Co. Inc. et al. (WhiteHouse Station, New Jersey)
General counsel Bruce Kuhlik, managing counsel Paul Weissman, and counsel Timothy Howard and Alan Modlinger.
Paul, Weiss, Rifkind, Wharton ?& Garrison:
Andrew Gordon, Daniel Kramer, Alex Oh, Theodore Wells Jr., and counsel Daniel Juceam. (Oh is in Washington, D.C.; the rest are in New York.)
Tompkins, McGuire, Wachenfeld ?& Barry:
Brian English, William McGuire, and William Trousdale. (They are in Newark.)
Charles Toutant, with T.C.
David Marcus is senior writer for TheDeal.com.