Cadwalader, Simpson Advise $3.5 Billion Sale of JPMorgan Unit

–Tom Huddleston Jr.

Privately-held Swiss trading house Mercuria Energy Group has agreed to buy JPMorgan Chase’s physical commodities trading unit in a deal worth $3.5 billion.

The transaction—which is expected to close in the third quarter, pending regulatory approval—has been in the works since JPMorgan announced last summer that it was exploring strategic options for the unit, which trades in such commodities as metals and oil. The bank’s need to shed the unit stems from the recently passed Volcker rule’s restrictions that limit banks’ commodities trading activities, according to The New York Times. JPMorgan said in its announcement of the sale that it does not expect the deal to affect earnings.

Mercuria was founded in 2004 by former Goldman Sachs traders Marco Dunand and Daniel Jaeggi. The company, which is focused on oil trading, has grown into one of the world’s largest independent commodity traders with $98 billion in turnover in 2012, according to the Mercuria website.

For legal advice on the deal, Mercuria has turned to in-house attorney Mark Greenberg and a team of Cadwalader, Wickersham & Taft attorneys that includes Houston-based corporate partner Robert Stephens and New York–based corporate partner Ira Schacter. Additional lawyers in New York are corporate special counsel Aly El Hamamsy, regulatory partner Gregory Lawrence and tax partner Richard Nugent. Commodities partner Daryl Rice and antitrust partner Jonathan Kanter, both in Washington, are also working on the deal.

Simpson, Thacher & Bartlett is representing JP Morgan with a team led by corporate partners Lee Meyerson and Brian Chisling. Tax partner Robert Holo, compensation and benefits partner Brian Robbins, IP partner Lori Lesser and credit partner James Knight are also working on the deal along with environmental senior counsel Michael Isby, derivatives senior counsel Jonathan Lindabury, antitrust senior counsel Michael Naughton and IP transactions counsel Joshua Walker. Associates are Solomon Bashi, Mark Chorazak, Genevieve Dorment, Elizabeth Muscarella, Erik Ping Wang, Douglas Tang, David Teigman, Jason Vollbracht and Samuel Warfield. All are in New York but Walker, who is in Palo Alto.

Four Firms Advise $1.6 Billion Local TV Merger of Media General and LIN Media

–Brian Baxter

Media General announced Friday that it has agreed to acquire LIN Media LLC in a $1.6 billion cash-and-stock deal that, if completed, will create the second-largest local television broadcasting company in the country.

The total value of the proposed merger—which would produce a combined company that owns 74 television stations and serves nearly a quarter of U.S. households—is roughly $2.6 billion once Media General’s assumption of about $968 million in LIN Media debt is taken into consideration. The deal is the latest in a spate of television industry mergers driven by a decline in both advertising revenue and audience numbers.

Media General, which is based in Richmond, has turned to Fried, Frank, Harris, Shriver & Jacobson corporate partners Abigail Bomba, Michael Levitt and Philip Richter. Partners Bernard Nigro, antitrust and competition; Donald Carleen, executive compensation and benefit; and Michael Alter, tax, are also assisting. All are in New York except Alter, who is in Washington.

Andrew Carington is Media General’s general counsel.

For its part, Providence-based LIN Media has turned to Weil, Gotshal & Manges. Glenn West, the managing partner of Weil’s Dallas office and a member of the firm’s management committee, and Silicon Valley–based M&A partner James Griffin are coleading a team handling the sale. Other Weil lawyers in New York are tax partner Kenneth Heitner, employee benefits partner Paul Wessel, capital markets partner Matthew Bloch, litigation partner Greg Danilow and labor counsel Lawrence Baer. Public company advisory partner P.J. Himelfarb and banking and finance partner Courtney Marcus are assisting from Dallas. Associates are Daniel Birnhak, Alexa Clinton, Ryan Gorsche, Ade Heyliger, Joey Juhn, Benton Lewis, Jonathan Macke, Colby McKenzie, Cristiana Blauth Oliveira, Natalie Smeltzer, Faiza Rahman, Amanda Rosenblum and Aryeh Zuber.

LIN Media is also being advised by an in-house legal team led by general counsel Denise Parent, deputy general counsel Katherine Whalen and senior counsel Joshua Pila.

Mace Rosenstein, cochair of the media, Internet and technology industry group at Covington & Burling in Washington is handling regulatory matters for LIN Media on the Media General merger. Both companies expect their combination to be approved in early 2015.

Paul Hastings, meanwhile, is helping arrange the financing for Media General’s purchase. Leveraged finance partner Michael Baker is leading a team representing RBC Capital Markets that includes corporate partners Michael Chernick, Michele Cohen and Eric Dodson Greenberg as well as associates Seth Chandler and Matthew Gibson. All are in New York but Greenberg and Gibson, who are in Washington.