Gregory T. Sangalis, senior vice president, general counsel and secretary of Service Corp. International of Houston, is using Shearman & Sterling for the Houston-based death-care company’s pending acquisition of Stewart Enterprises Inc. for $1.4 billion.

The Jefferson, La.-based Stewart turned to Jones Walker of New Orleans.

SCI announced on May 29 that it has signed a definitive agreement to acquire all of Stewart’s outstanding shares of Class A and Class B common stock for $13.25 per share in cash. The acquisition, which would merge Stewart into SCI, will create a company with 1,653 funeral homes and 515 cemeteries.

The acquisition is subject to customary closing conditions, including approval from Stewart shareholders and expiration of the waiting period under the Hart-Scott-Rodino Antitrust Act. SCI expects the deal to close in late 2013 or early 2014.

The Shearman & Sterling lawyers for SCI include mergers-and-acquisitions partners John Marzulli and Robert Katz of New York City, along with executive compensation and employee benefits partner Doreen Lilienfeld, antitrust partners Dale Collins and Jessica Delbaum, and capital markets partners Jonathan DeSantis and Robert Evans, all of New York. Also, tax partner Michael Shulman of Washington, D.C., is working on the deal.

In addition to GC Sangalis, SCI senior counsel Lori Spilde and Curtis Briggs are working on the transaction.

Dionne Rousseau, a partner in Jones Walker in Baton Rouge, is lead transactional counsel on the acquisition for Stewart. Partner Mark Cunningham and special counsel David Radlauer, both of New Orleans, are lead antitrust counsel, partner Amy Scafidel of New Orleans is lead finance counsel, partner Kelly Simoneaux of New Orleans is lead executive compensation counsel and partner Timothy Brechtel of New Orleans is lead benefits counsel.

Others from Jones Walker are corporate and securities partner Allen Frederic of New Orleans and associate Adelaida “Addy” Hernandez of Baton Rouge, and executive compensation associate Hope Spencer of New Orleans. Edward George, a partner in Chaffee McCall in New Orleans, also is representing Stewart.

Advising Frank Stewart Jr., chairman of the board of directors at Stewart, are lawyers from Latham & Watkins’ Los Angeles office, including partners Paul Tosetti and Jason Silvera and associates Jordan Miller and Richmond McMurray. Stewart, who owns 29.99 percent of the voting power at the company, has agreed to vote for the acquisition.


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