UPDATE: 7/15/14, 12:55 p.m. EDT. Skadden is also representing Russian steel giant OAO Severstal on its $140 million sale of Pennsylvania-based PBS Coals to Canada’s Corsa Coal. The firm has previously handled transactional work for Severstal, which has turned to Skadden to advise on its acquisitions of U.S. steelmakers.
After outpacing the Am Law 100 pack for transactional work during the first half of 2014, Skadden, Arps, Slate, Meagher & Flom is trying to stretch its streak into the third quarter with two more deals announced Monday.
The firm has taken the lead advising Swiss chocolate maker Chocoladefabriken Lindt & Sprungli on its acquisition of Russell Stover Candies for a reported $1.4 billion, as well as a banking unit of Brazil’s BTG Pactual Group on its $1.7 billion buy of BSI, the Swiss private bank of Italian insurer Generali Group.
It was the second deal in two weeks that Skadden has handled for Sao Paulo-based BTG Pactual—whose predecessor BTG poached former firm partner Jonathan Bisgaier in 2008 to become its general counsel, as noted in an October 2010 feature story by The American Lawyer about the burgeoning legal market in Brazil. A year later, Bisgaier, who helped Skadden open its first Latin American office in Sao Paulo, turned to his former colleagues to advise BTG on its $2.5 billion merger with Banco Pactual, the Brazilian unit of Swiss banking giant UBS.
In 2010, Skadden counseled the combined BTG Pactual on its $1.8 billion sale of an 18.6 percent stake to an investor group. The firm was on hand again two years later when BTG Pactual— controlled by Brazilian billionaire Andre Esteves—closed on a $600 million merger with Chile’s Celfin Capital to create Latin America’s largest investment bank, according to our previous reports.
Skadden M&A partner Michael Civale in New York, a Latin American deals expert who advised on BTG Pactual’s merger with Celfin, is leading a team of lawyers from the firm on its BSI buy that includes tax partners James Anderson and Victor Hollender, government enforcement and white-collar crime partners Lawrence Spiegel and Christopher Gunther, litigation and arbitration partner Julie Bedard, M&A counsel Laura Knoll and financial institutions counsel Sean Thornton. Spiegel also serves as Skadden’s general counsel. (Swiss firm Lenz & Staehelin is also advising BTG Pactual on the transaction, which saw local rivals Homburger and Niederer Kraft & Frey represent the seller, Trieste-based Generali.)
Last week Civale and M&A partner Christopher Ulery took the lead advising BTG Pactual on its purchase of Bermuda-based reinsurer Ariel Re Holdings from Global Atlantic Financial Group for an undisclosed sum. Other Skadden lawyers working on that matter include tax partners Anderson and Jessica Hough and financial institutions counsel Kevin Hands. (Debevoise & Plimpton advised Global Atlantic, a privately held insurance company spun off by Goldman Sachs last year, on the deal.)
BTG Pactual’s acquisition of BSI, which is expected to close in the first half of 2015, wasn’t the only company out of Switzerland on which Skadden had a key transactional role.
Zurich-based Lindt, which owns San Francisco’s famous Ghirardelli Chocolate Co., tapped the firm to advise on its purchase of Russell Stover in a deal that will make the Swiss acquirer the third-largest chocolate maker in North America. Skadden M&A partners Sean Doyle and Paul Schnell, antitrust partner Sharis Pozen, tax partner Sally Thurston and associates Mary Dear and John Seward are representing Lindt. (Pozen, a former acting antitrust chief at the Justice Department, joined Skadden two years ago this week.) Family-owned Russell Stover has turned to Cravath, Swaine & Moore and Husch Blackwell for outside counsel on the transaction, the terms of which were not disclosed.
Cravath corporate chair Philip Gelston, M&A partner Ting Chen (promoted to partner in November) and tax partner Michael Schler are advising the Kansas City, Mo.-based box chocolate company along with Husch Blackwell food and agribusiness partners Edward Wilson and James Ash. Founded in 1923 by Russell and Clara Stover, their namesake company was sold in 1960 to Louis Ward, who after his death in 1996 passed on the business to his family, which began exploring a potential sale earlier this year.
As for Skadden, the firm also advised Los Angeles-based American Apparel on a deal last week with company founder Dov Charney and New York-based hedge fund Standard General to preserve the ailing retailer’s future as a going concern. Jeffrey Cohen, leader of the corporate group in Skadden’s City of Angels office, worked on the agreement along with finance partner David Eisman. Both lawyers advised on an initial public offering by American Apparel back in 2007.
American Apparel hired Skadden earlier this year for restructuring work as the company struggled with slow sales and a large debt load. Under the terms of the rescue deal, American Apparel ceded some control to Standard General and agreed to rehire as a strategic consultant the controversial Charney as part of a plan to shore up its shaky bottom line and reconstitute its board of directors in order to avoid bankruptcy.
Glenn Weinman served as American Apparel’s general counsel from 2009 through this past May and has been replaced on an interim basis by Tobias Keller, a former Jones Day restructuring partner and current cofounder of San Francisco’s Keller & Benvenutti. Charney, whom American Apparel sought to force out in June, was represented in the negotiations by high-powered Los Angeles litigator Patricia Glaser of Glaser Weil Fink Howard Avchen & Shapiro.