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Robert Stein of Stein & Lubin knows just enough Thai to get around Bangkok, and to close Epicurean International’s $97 million sale to McCormick & Co. SanDisk Corp.’s $1.55 billion acquisition of msystems involved legal work split up by two American and two Israeli law firms. Acquiring msystems, an Israel-based developer of electronic disk storage systems, was not a concern for Milpitas-based SanDisk since it already had significant operations and partners in Israel, said Timothy Curry, an O’Melveny & Myers partner working with SanDisk. “They did not see this as a liability at all but rather an opportunity to further expand into Israel with a very strong partner, msystems,” the Menlo Park-based Curry said. The big negotiation session took place in London, but several SanDisk representatives traveled to Israel to do due diligence in the midst of the recent turmoil in Lebanon and the occupied territories, Curry said. Those representatives did shorten their visit, but overall, the region’s upheaval did not disrupt the deal. “It’s business as usual in Israel,” Curry said. “They continue to work full days and do things like they normally would.” Both U.S. firms involved � O’Melveny and Weil, Gotshal & Manges � worked with Israeli firms on the ground because of the significant number of documents there. “Four law firms could have made it more contentious, but it didn’t,” Curry said. “Everyone was rowing in the same direction.” Aside from the talks in London, much of the work was done through conference calls and the Internet. At the start of the conversations, the U.S.-based lawyers would often ask how the Israeli lawyers’ lives were being affected. “I was constantly impressed and amazed how matter-of-fact they were,” Curry said. The all-stock deal, which will likely close in the fourth quarter of 2006, combines two companies that are both flash memory pioneers. The flash memory technology, a form of computer memory that can be erased and reprogrammed, is commonly used in digital cameras or in newer cell phone models. Along with Curry, the O’Melveny & Myers legal team was also led by partner Steve Camahort. Weil, Gotshal & Manges represented msystems with partners David Lefkowitz, Malcolm Landau and Howard Chatzinoff. Msystems’ Israeli counsel was Meitar Liquornik Geva & Leshem Brandwein while SanDisk’s Israeli counsel was Naschitz, Brandes & Co.

Kellie Schmitt

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