Simpson Thacher, Cleary Gottlieb
Counsel in Neiman Marcus Deal

Private Equity firms Warburg Pincus and Texas Pacific Group announced Monday they would buy Neiman Marcus Group Inc. for $5.1 billion.

The Dallas-based retailer of luxury apparel and gifts has 35 stores in the United States under the names Neiman Marcus and two under the name Bergdorf Goodman. Neiman also owns accessories company Kate Spade and Gurwitch Products, which manufactures Laura Mercier cosmetics.

Warburg Pincus and Texas Pacific Group beat out joint bids from Bain Capital and Kohlberg, Kravis Roberts & Co. and from a team that included Blackstone Group and Thomas H. Lee Partners.

A Simpson, Thacher & Bartlett team in New York advising Neiman Marcus included partners John G. Finley, Marissa C. Wesely, Patrick J. Ryan, Gregory J. Ressa, Steven C. Todrys, Kenneth C. Edgar Jr., Brian D. Robbins and Lori E. Lesser. Associates were Eric M. Swedenburg, Anthony D. King, Melissa J. Hutson, Caylin E. DeBlasio and Kirk Dudas. Counsel were Susan B. Kaufman, Adeeb R. Fadil and Steven R. DeLott.

Cleary Gottlieb Steen & Hamilton

advised the buyers, and Willkie Farr & Gallagher advised a group of Warburg Pincus investors.

Partner Steven J. Gartner in New York was the lead attorney for Willkie and partners Robert P. Davis and David Leinwand in New York were the lead attorneys for Cleary Gottlieb.

Sullivan & Cromwell, Wachtell
And O’Melveny in NYSE Merger

New York Stock Exchange Inc. announced a historic move April 20 to merge the not-for-profit with Archipelago Holdings Inc. to form NYSE Group, Inc., a publicly traded for-profit operation.

The addition of the Chicago-based electronic trader, subject to regulatory approval, will allow the NYSE to compete more vigorously with Nasdaq Stock Market Inc., which previously had the advantage of computerized trading. Nasdaq followed up April 22 with the anticipated acquisition of Instinet Group Inc., another electronic trading company, for $1.9 billion.

Shareholders of Archipelago will own 30 percent of the shares of NYSE Group and NYSE shareholders would own 70 percent of the shares.

To regulate the new holding company, a separate not-for-profit entity will be created, governed by a chief regulatory officer and a board of independent directors.

Archipelago Holdings owns and operates the Archipelago Exchange, known as ArcaEx. ArcaEx is the first totally open all-electronic stock market in the United States.

Wachtell, Lipton, Rosen & Katz advised NYSE in New York. Partners were David C. Karp, Jodi J. Schwartz, Michael S. Katzke, Paul Vizcarrondo Jr. and David S. Neill. Associates were David K. Lam, Laura E. Mu�oz, B. Umut Ergun, Mark Wesker, T. Eiko Stange, Jeremy L. Goldstein, Alison L. Plessman, David A. Schwartz and Heather L. Mahar.

Sullivan & Cromwell advised Archipelago in New York with partners John Evangelakos, Duncan C. McCurrach, Andrew S. Mason and Frederick W. Wertheim. Special counsel was Anna M. Kuzmik. Associates were Ariel Aminetzah, Yi Claire Sheng, Matthew M. Friestedt and Martin T. Hamilton.

O’Melveny and Meyers represented the board of directors of the NYSE with partners Walter E. Dellinger in Washington, D.C. and Spencer D. Klein in New York. Counsel was Steven Epstein in New York and associates in New York were Tamira M. Goldberg and Aytan Y. Dahukey.

Paul, Weiss, Rifkind, Wharton & Garrison advised General Atlantic, Archipelago’s largest stockholder, with partner Douglas A. Cifu and associate Jon C. Yoder.