Baker Botts and Davis Polk & Wardwell played leading roles in the combination of two video shopping giants, Pennsylvania’s QVC and St. Petersburg, Florida-based HSN Inc.
Liberty Interactive Corp., the parent company of West Chester-based QVC, announced Thursday that it will acquire the remaining 62 percent of HSN stock that it does not already own in a deal worth more than $2 billion.
Renee Wilm and Jonathan Gordon of Baker Botts were lead counsel to Liberty Interactive in the acquisition, according to Securities and Exchange Commission documents, and George Bason Jr. and Marc Williams of Davis Polk were lead counsel for HSN.
The deal is expected to be complete by the fourth quarter of 2017. Liberty’s previously announced $1.12 billion acquisition of General Communication Inc. is expected to close shortly afterward, with Liberty Ventures splitting off. When that is completed, Liberty Interactive, including QVC, Zulily Inc. and HSN, will be renamed QVC Group Inc.
The combined entity is expected to have $14 billion in annual revenue, reaching more than 360 million homes on 17 broadcast networks.
“As the prominent global video commerce retailer and North America’s third largest mobile and e-commerce retailer, the combined company will be well-positioned to help shape the next generation of retailing,” said Mike George, CEO of QVC.
Also working with Liberty, according to a Baker Botts spokeswoman, were tax partner Tamar Stanley, benefits partner J. Rob Fowler, antitrust partners Steve Weissman and Paul Cuomo, corporate partner Buzz McGrath and associates Justin Blass and Brittany Uthoff. Liberty’s chief legal officer Rich Baer and deputy general counsel Craig Troyer were involved in the deal. Allen & Co. was the financial adviser to Liberty.
In addition to Bason and Williams, the Davis Polk team included tax partner David Schnabel, antitrust partner Ronan Harty and executive compensation counsel Ron Aizen, associates Evan Rosen, Robert Smith, Vishal Melwani and Trevor Kiviat and law clerk Ariadne Lyon. Centerview Partners and Goldman Sachs Group Inc. are the financial advisers to HSN.
QVC, whose general counsel is Larry Hayes, has been owned since 2003 by Liberty Interactive, a Colorado-based media conglomerate controlled by cable magnate John Malone. Liberty paid $7.9 billion for Comcast Corp.’s stake in the business.
Baker Botts took the lead for longtime client Liberty and QVC in 2015 on QVC’s $2.4 billion cash-and-stock acquisition of Zulily, which was advised by Weil, Gotshal & Manges and Cooley. Earlier this year, Baker Botts advised Liberty on its acquisition of Anchorage, Alaska-based General Communication, a tax-free transaction that established a new tracking stock for Liberty.
Greg Henchel has served as chief legal officer for HSN since 2010. Davis Polk is advising a special committee of the board of directors at HSN, of which Liberty already owns a 38 percent stake, on its proposed sale to QVC.
The growth of QVC was chronicled in part in the 2015 film “Joy,” starring Jennifer Lawrence as Joy Mangano, the mop millionaire and inventor. Mangano’s son, Robert Miranne, is a former Cravath, Swaine & Moore lawyer currently serving as executive vice president of business strategy, development and operations at HSN.