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The Walt Disney Co.’s recent agreement to buy Pixar Animation Studios for $7.4 billion was the studio’s largest corporate deal since buying Fox Family Worldwide in 2001. But a different law firm took the lead this time. A team of attorneys at Skadden, Arps, Slate, Meagher & Flom, led by Los Angeles corporate partner Brian McCarthy, represented Burbank, Calif.-based Disney in the all-stock deal with Pixar, the animation firm that produced Finding Nemo and Toy Story. In selecting New York-based Skadden as the lead firm, Disney broke with its traditional mergers and acquisitions team at Dewey Ballantine, led by New York partner Morton Pierce, who crafted Disney’s $19 billion purchase of Capital Cities/ABC in 1996 and its $5.3 billion acquisition of Fox Family. Dewey, also based in New York, has been tied up in recent weeks with Disney’s talks to shed its ABC Radio division-one reason why Skadden got the top job in the Pixar deal, McCarthy said. “We haven’t done much work for them in the last several years on the corporate side,” McCarthy said of Disney, which frequently hired Skadden in the 1980s for corporate work. “We got brought in because the radio deal was taking more of Dewey’s time and because this deal had a California nexus.” Pierce declined to comment on the ABC Radio discussions, but said Dewey Ballantine had a small team on the Pixar deal that included New York partners Adel Aslani-Far and Gordon Warnke, and Joseph Pari, a partner in Washington. Skadden fields large team The principal Skadden team in Los Angeles involved McCarthy and partners Joseph Giunta, Michael Lawson, Moshe Kushman and Meryl Chae, plus 13 associates. (The firm also had smaller teams led by New York partner Clifford Aronson; Palo Alto, Calif., partner Alec Chang; Brussels partner Frederic Depoortere; and Edward Welch, a partner in Wilmington, Del.) McCarthy said Skadden also got the recent job for Disney because he knew the other team on the Pixar deal: He had just completed a $1.27 billion deal with Wilson Sonsini Goodrich & Rosati Chairman Larry Sonsini in Palo Alto and partner Michael Ringler in San Francisco. In that deal, announced in late 2004, Santa Ana, Calif.-based Advanced Medical Optics Inc., represented by Wilson Sonsini, purchased Santa Clara, Calif.-based Visx Inc., a manufacturer of laser eye technologies that hired Skadden. “We’ve worked with them so much it makes it easier to have negotiations completed,” Ringler said. “It allows the lawyers to focus on business drivers of the transaction, rather than getting into acrimonious legal settlements.” Led by Sonsini, a member of Pixar’s board of directors, the Pixar team included Ringler, Palo Alto partners Jose Macias, Sara Harrington, John Aguirre, Ivan Humphreys and Martin Korman. “This received the highest priority,” Ringler said. “It was a fairly large group.” The deal represents a big win for Skadden’s Los Angeles office, which has faced key partner departures in recent years. In 2004, John Mendez, former head of Skadden’s West Coast banking and institutional investment practice, left for Latham & Watkins, which had just acquired three of its senior partners in the same practice area in New York. The departure came after Skadden temporarily lost McCarthy, who was one of the first five lawyers in the Los Angeles office when it opened in 1983. McCarthy left in 2000 to become general counsel of Pacific Capital Group, which owned Gary Winnick’s Global Crossing Ltd. He returned to the firm in 2002. Since then, Skadden has picked up its Los Angeles deals. Last year, the firm represented Providence Equity Partners and Texas Pacific Group in their $5 billion purchase with Sony Corp. of America of Metro-Goldwyn-Mayer Inc. Still, the Pixar deal, which is expected to close this summer, didn’t log the firm’s highest fees, McCarthy said. It only took about seven weeks and was primarily conducted by phone. “It doesn’t have that big of a financial impact,” he said. “Even though the dollar signs are bigger in terms of the size of the deal, unlike investment bankers we don’t get paid on a percentage of the deals.”

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