Correction, 6/7/12, 12:15 p.m. EDT: The original version of this story neglected to mention that Winston & Strawn helped advise Guggenheim Baseball Management LLC on its acquisition of the Los Angeles Dodgers. The eighth paragraph below has been revised to incorporate information about the Winston attorneys on the matter. We regret the omission.
Guggenheim Baseball / Los Angeles Dodgers
Earvin “Magic” Johnson helped transform the Los Angeles Lakers as a basketball player in the 1980s, and he’s part of a group of investors who are poised to do the same thing for the Los Angeles Dodgers. Guggenheim Baseball Management LLC agreed on March 28 to pay $2 billion to buy the major league baseball team out of bankruptcy in the largest deal ever for an American professional sports franchise. Guggenheim will pay $1.6 billion in cash and assume $400 million in debt for the Dodgers, who filed for Chapter 11 in June 2011. The new owners will also team up with their predecessor Frank McCourt to buy the parking lots around Dodger Stadium for $150 million.
Johnson is Guggenheim’s most famous member, but the acquisition vehicle takes its name from New York financial services firm fund Guggenheim Partners LLC, whose CEO Mark Walter and president Todd Boehly are the money men in the group. Stan Kasten, a former president of the Atlanta Braves and Washington Nationals, is providing the baseball expertise, with Mandalay Entertainment Group CEO Peter Guber and oil and gas investor Bobby Patton rounding out the partnership.
The group outbid a cast of rich rivals for the Dodgers. Other financial services moguls bid for the team, including hedge fund impresario Steven Cohen, Los Angeles real estate investor Alan Casden, Ares Management LLC cofounder Anthony Ressler, and Michael Heisley, who made his fortune turning around midwestern manufacturing businesses. Ressler and Heisley ended up making a joint bid. E. Stanley Kroenke, who married a daughter of Wal-Mart Stores Inc. cofounder James “Bud” Walton and owns several pro sports franchises, tried to add to that collection. Also vying for the Dodgers was Stanley Gold, the president and CEO of Shamrock Holdings Inc., the investment vehicle of the Roy Disney family, which put its financial and political capital behind Gold’s offer. South Korean conglomerate E-Land Group rounded out the survivors of an initial round of bidding.
The lure for the suitors was the potentially enormous cable television contract the Dodgers will sign when their current deal with Fox Sports expires after the 2013 season. Last June, Bud Selig, the commissioner of Major League Baseball, rejected the team’s proposed $3 billion contract with Fox, which is a unit of News Corporation. Selig’s decision nullified the divorce settlement that Dodgers owner Frank McCourt and his wife, Jamie, had reached, and the team filed for Chapter 11 on June 27.
Despite McCourt’s misadventures, he will reportedly make as much as $1 billion on the sale of the franchise he bought for $430 million in 2004. Chief Judge Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware in Wilmington confirmed the plan on April 13, court papers show. The deal closed on May 1.
For acquiror Guggenheim Baseball Management LLC
In-House: At Guggenheim Partners LLC: chief legal officer David Korman and director Benjamin Goodman.
Foley & Lardner: Sports industry: Robert DuPuy, Irwin Raij, and associate Erick Harris. Corporate: Jason Barglow, Kevin Schulz, senior counsel Christopher Rasmussen, and associate Teri Champ. Tax: John Palmer. Bankruptcy: Judy O’Neill and Michael Small. Finance: Nathaniel Blair. (Harris, Rasmussen, Palmer, and Small are in Chicago. DuPuy is in New York. Raij and Champ are in Washington, D.C. Barglow is in Los Angeles. Schulz and Blair are in Milwaukee. O’Neill is in Detroit.) Stan Kasten of the Guggenheim group was president of the Washington Nationals baseball team, one of Raij’s clients, from 2006 to 2010, and has been named Dodgers president. DuPuy rejoined Foley & Lardner last year, 13 years after he left to become MLB’s chief legal counsel. He later became MLB’s president and chief operating officer.
Winston & Strawn: Corporate: Joe Walsh and Greg Bynan. Litigation: Dan Webb and Derek Sarafa. (All are in Chicago.)
DLA Piper: Real estate: Michael Meyer, Marshall Taylor, and associate Gwendolyn Chen. (All are in Los Angeles.)
For losing bidder Alan Casden
Manatt, Phelps & Phillips: Thomas Leary and Robert Platt. (Platt is in Los Angeles; Leary is in Costa Mesa, California.) Fredric Rosen, the former CEO of Ticketmaster Entertainment Inc., introduced Platt to Casden in the 1980s, and Platt has represented Casden on his real estate activities for almost 25 years. Platt has also been the general counsel of the Los Angeles Clippers since 1988.
For losing bidder Steven Cohen
In-House: At S.A.C. Capital Management Inc.: General counsel Peter Nussbaum and legal counsel Christopher Rosado and Steven Spencer. S.A.C. is based in Stamford, Connecticut.
Munger, Tolles & Olson: Robert Knauss and Ronald Olson. Real estate: Jeffrey Heintz and associate Misty Sanford. (All are in Los Angeles.) The assignment came from Arn Tellum, a sports agent who was also part of the Cohen group and would likely have run the Dodgers had the Cohen group acquired the team.
Willkie Farr & Gallagher: Corporate: Leslie Mazza, Robert Stebbins, and associates Howard Block and Matthew Guercio. Bankruptcy: Matthew Feldman and Paul Shalhoub. (All are in New York.) Willkie and Stebbins have advised Cohen and his investment firm since 1995. Stebbins has previously represented the Office of the Commissioner of Baseball on various issues, including the purchase of the Montreal Expos in 2002 by Major League Baseball and the sale of the team in 2005 to a group led by Theodore Lerner, which moved the team to Washington, D.C., and renamed it the Nationals.
For losing bidder E-Land Group (Seoul)
Latham & Watkins: Corporate: James Gorton, W. Alex Voxman, Scott Wolfe, and associate Stephen Amdur. Intellectual property: counsel Franklin Kang. Tax: Laurence Seymour. Bankruptcy: Robert Klyman. Real estate finance: Stephanie Kuhlen. (All are in Los Angeles except for Gorton and Amdur, who are in New York, and Wolfe and Kuhlen, who are in San Diego.)
For losing bidders Stanley Gold and the Roy Disney family
Gang, Tyre, Ramer & Brown: Gene Salomon. (He is in Beverly Hills.) Gold once practiced at the firm.
Latham & Watkins: Corporate: James Beaubien, Bradley Helms, and Richard Wirthlin. Finance: Glen Collyer, Gregory Lunt, and David Meckler. Tax: Laurence Stein. Executive compensation and benefits: James Barrall. Intellectual property: counsel David Blood. (All are in Los Angeles except for Meckler, who is in Costa Mesa, California.)
For losing bidder Enos Stanley Kroenke
Irell & Manella: Partner emeritus Milton Hyman. (He is in Los Angeles.) Hyman advised the National Football League’s Los Angeles Rams on the sale of a 40 percent stake to Kroenke in 1995, the year the franchise moved to St. Louis. Irell also represented Dale Carroll “Chip” Rosenbloom and Lucia Rodriguez on the sale of a 29 percent stake in the Rams to Kroenke in 2010, a deal that placed a $750 million valuation on the franchise.
SNR Denton: Alan Bornstein. (He is in St. Louis.) Bornstein represented Kroenke on the Rams deals and on his $450 million purchase of the Denver Nuggets of the National Basketball Association, the Denver Avalanche of the National Hockey League, and the Pepsi Center, the arena where both teams play, in 2000.
For losing bidders Michael Heisley and Anthony Ressler
In-House: At Ares Management LLC: Transaction partner Kevin Frankel. He was the lead for Ressler, who helped found Ares in 1997 and ended up teaming with Heisley.
Latham & Watkins: Finance: David Rogers. Corporate: Robert O’Shea, Thomas Sadler, and Nadia Sager. Bankruptcy: Peter Gilhuly. Tax: Samuel Weiner. (All are in Los Angeles except for Sager, who is in San Diego.) Latham advised Ressler, a regular client.
McDermott Will & Emery: M&A: Helen Friedli, Ryan Harris, Stanley Meadows, and associates Elijah Hammans and J. Cole Parker. Tax: Gary Karch. Finance: Michael Boykins and John Hammond. (All are in Chicago.) Meadows has represented Heisley since he bought his first business in 1979, the conglomerate Conco Inc., and advised him on the $160 million purchase of the Vancouver Grizzlies in 2000 and the team’s move to Memphis the next year.
For seller Frank McCourt
Sullivan & Cromwell: Real estate: Ivan Deutsch, Robert Schlein, and Joseph Shenker. Tax: Andrew Mason. Litigation: Adam Paris and Robert Sacks. Corporate: Eric Krautheimer. (All are in New York except for Paris, Sacks, and Krautheimer, who are in Los Angeles.) An S&C client recommended the firm to McCourt, who tapped Sullivan & Cromwell on his 2011 divorce settlement with Jamie McCourt and his settlement with Major League Baseball. S&C handled the real estate side of the transaction for McCourt.
Susman Godfrey: Litigation: Matthew Berry, Victoria Cook, Ryan Kirkpatrick, Marc Seltzer, and Stephen Susman. (All are in Los Angeles except for Berry, who is in Seattle, and Susman, who is in New York.) Susman was the lead for Frank McCourt in his divorce from Jamie McCourt. Kirkpatrick took the lead on the bankruptcy, the settlement with Jamie McCourt, and the sales process. Bingham McCutchen recommended Susman to McCourt. Jamie McCourt used David Boies of Boies, Schiller & Flexner and Dennis Wasser, a Los Angeles divorce lawyer.
Allen Matkins Leck Gamble Mallory & Natsis: Real estate: Anton Natsis and associate Crystal Lofing. (Both are in Los Angeles.)
For target Los Angeles Dodgers LLC (Los Angeles)
In-House: General counsel Sam Fernandez.
Dewey & LeBoeuf: Bankruptcy: Bruce Bennett, Sidney Levinson, Joshua Mester, counsel Monika Wiener, and associates Xinlin Li, Michael Schneidereit, and Jason Wolf. M&A: Paul Chen, Richard “Rick” Climan, Eric Reifschneider, and associates Katharine Alexander and Colin Greenspon. Litigation: Matthew Walsh. (All are in Los Angeles except for the M&A lawyers, who are in Palo Alto.) Bennett was the team’s bankruptcy counsel. Dewey’s future was uncertain at press time.
Young Conaway Stargett & Taylor: Bankruptcy: Robert Brady, Pauline Morgan, and associate Donald Bowman Jr. (All are in Wilmington.)
Covington & Burling: Bankruptcy: Michael St. Patrick Baxter and associate Joshua McKarcher. Corporate: Douglas Gibson, Peter Zern, special counsel Scott Roades, and associate Leah Graham. Tax: Robert Heller. (All are in Washington, D.C., except for Heller, who is in New York.) The firm is special counsel to the Dodgers on the team’s negotiations with Fox Sports and others over the team’s media rights. Alan Gold and Chris Bevilacqua of Creative Artist Agency Sports Media Ventures recommended the firm to the Dodgers, as did William Koenig, the general counsel of the National Basketball Association. Bevilacqua has gone on to start his own shop, Bevilacqua Media Company. Covington then pitched Fernandez and Jeff Ingram, a senior executive at McCourt Broderick Limited Partnership.
For Major League Baseball (New York)
Proskauer Rose: Litigation: Scott Cooper, Bradley Ruskin, and associates Michael Feldman, Robert Forbes, Sarah Kroll-Rosenbaum, and Shawn Ledingham Jr. Corporate: Jon Oram. Labor and employment: Howard Ganz. Bankruptcy: Jeffrey Levitan and Mark Thomas. (All are in New York except for Cooper, Forbes, Kroll-Rosenbaum, and Ledingham, who are in Los Angeles, and Thomas, who is in Chicago.) Proskauer has a strong sports law practice; NBA commissioner David Stern and NHL commissioner Gary Bettman both practiced there.
White & Case: Bankruptcy: John Cunningham and Thomas Lauria. Litigation: Glenn Kurtz. (Cunningham and Lauria are in Miami. Kurtz is in New York.)
Fox Rothschild: Bankruptcy: Jeffrey Schlerf, Eric Sutty, and associates L. John Bird and Carl Neff. (All are in Wilmington.)
For Fox Sports, a unit of News Corporation (New York)
Jenner & Block: Litigation: Kenneth Klein and Richard Stone. Bankruptcy: Catherine Steege. (Klein and Stone are in Los Angeles. Steege is in Chicago.)
Barnes & Thornburg : Bankruptcy: Paul Laurin and associate Christian Jordan. (Both are in Los Angeles.)
Morris, Nichols, Arsht & Tunnell: Bankruptcy: Robert Dehney, Gregory Werkheiser, and associate Andrew Remming. (All are in Wilmington.)
For Dodgers unsecured creditors
Morrison & Foerster: Bankruptcy: Todd Goren, Lorenzo Marinuzzi, and Brett Miller. Corporate: John Hempill and Spencer Klein. (All are in New York.)
Pinckney, Harris & Weidinger: Bankruptcy: Donna Harris and associate Kevin Capuzzi. (They are in Wilmington.)
Nestlé / Pfizer Infant-Nutrition Unit
Nestlé SA agreed to buy Pfizer Inc.’s infant-nutrition unit for $11.85 billion in cash on April 23 in the largest M&A deal of the year involving a U.S. company. The deal would be the largest ever for Nestl é , which outbid Groupe Danone. A major producer of infant formula, the Pfizer division derives 85 percent of its revenues from emerging markets. It is particularly strong in Asia and the Middle East and would complement Nestl é ‘s strength in Latin America.
Pfizer acquired the business as part of its $68 billion merger with Wyeth in 2009 but put the infant nutrition unit up for auction last summer along with its animal health business, for which it is also preparing an IPO [Big Deals, April 2009]. The companies hope to close the deal in the first half of 2013 pending regulatory approvals. Neither set of shareholders gets a vote.
For acquiror Nestlé SA (Vevey, Switzerland)
In-House: General counsel Ricardo Cortés-Monroy, head of Legal M&A Competence Centre Philip Mellor, general counsel–Nestlé Nutrition Patrick Beringer, senior M&A counsel Jean Christophe Thiébaud, and senior competition counsel Marceline Tournier.
Mayer Brown: M&A: John Boelter, David Carpenter, Marc Uhrynuk, and associates Zoë Badger, Sarah Lord, and Michael Torres. Antitrust: John Roberti and Adrian Steel Jr. Intellectual property: Richard Assmus. Tax: James Barry and Lee Morlock. (All are in Chicago except for Carpenter, Badger, and Lord, who are in New York; Uhrynuk, who is in Hong Kong; and Roberti and Steel, who are in Washington, D.C.) Mayer Brown advised Nestlé on its acquisition of Gerber from Novartis AG for $5.5 billion in 2007 and has done M&A work for Nestlé for over a decade.
Calfee Halter & Griswold: Employee benefits and executive compensation: Robert Miller, Brian Murray, associate Steven Day, and senior attorney Gretchen Rogge. (All are in Cleveland.)
Linklaters: Corporate: Andrew Mackie, Sophie Mathur, and associates Raina Gray and Louise Teale. (Mackie and Teale are in London. Mathur and Gray are in Singapore.)
For seller Pfizer Inc. (New York)
In-House: Corporate and transactional: Associate general counsel Bryan Supran and senior corporate counsel Stephen Diamond and Alison O’Neill. Antitrust: Assistant general counsel Marc Brotman and senior corporate counsel John McLeod. Tax: Senior tax counsel Jerome Mychalowych. Business unit counsel: Assistant general counsel Atiba Adams. Intellectual property: Assistant general counsel Jeff Gold and Tiffany Trunko and senior corporate counsel Bruce Weintraub. Environmental: Assistant general counsel Merrill Fliederbaum. Manufacturing: Senior corporate counsel Brad Lewin. Real estate: Assistant general counsel Bill Longa. Compliance and litigation: Assistant general counsel Michael Friedland, Gary Giampetruzzi, and Helen Ong, and senior corporate counsel Karl Buch, Sarah Chopp, and Elaina Loizou.
Skadden, Arps, Slate, Meagher & Flom: M&A: Steven Daniels, Paul Schnell, and Kenneth Wolff. Tax: Sally Thurston. Intellectual property and technology: Jose Estevez. Executive compensation and benefits: Regina Olshan. (All are in New York except for Daniels, who is in Wilmington.) Historically, Pfizer has turned to Dennis Block, now of Greenberg Traurig, for M&A advice on its largest deals. He represented the company on its combination with Wyeth.
Clifford Chance: Antitrust: Tony Reeves. Corporate: Emma Davies and counsel Yip Ming Yen. (Reeves is in Brussels, Davies is in Shanghai, and Yen is in Singapore.)
DLA Piper: Corporate: Sidney Burke, Jonathan Klein, counsel Nia Brown, and associates Gregory Chludzinski, Jason Durschlag, and Kira Mineroff. (All are in New York.) Pfizer general counsel Amy Schulman is a former DLA Piper partner.
Marcus is a reporter at The Deal. E-mail: email@example.com.
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