George Clooney and friends, presumably celebrating the sale of Casamigos Tequila ()
Before getting into the story of how Texas deal lawyer Lawrence Waks ended up representing George Clooney and other owners of the premium Casamigos Tequila brand on its pending $1 billion sale to global spirits giant Diageo plc, at least a few pressing questions must be answered.
Did Waks get to hang out with Clooney, an Academy Award-winning actor, and his other high-profile business partners Rande Gerber and Michael Meldman? Of course he did, sitting side-by-side with the trio as they negotiated the Diageo deal.
And did Waks himself drink Casamigos with them? Yes, with Gerber, a bar and nightlife industry entrepreneur married to former supermodel Cindy Crawford, after a dinner, Waks said.
“It is, honestly, by far the smoothest and best-tasting tequila I’ve ever had,” said Waks (pictured right), of counsel at Wilson Elser Moskowitz Edelman & Dicker in Austin, Dallas and New York. Waks joined the firm in early 2015 from Jackson Walker.
On June 21, London-based Diageo announced that it had agreed to buy Casamigos, a tequila company started by Clooney, Gerber and Meldman—the latter a real estate mogul—for roughly $1 billion. Diageo will initially pay $700 million for Casamigos, with another $300 million to be paid out over the next decade depending on the company’s performance.
Sullivan & Cromwell, a longtime legal adviser to Diageo, is advising the company on its acquisition through M&A partner Melissa Sawyer, tax partner Ronald Creamer Jr., executive compensation partner Matthew Friestedt and antitrust partners Steven Holley and Juan Rodriguez.
Lisa Hageman, a former Sullivan & Cromwell associate now serving as senior vice president and assistant general counsel for global M&A at Diageo in New York, took the lead in-house for the company on its acquisition of Casamigos. Siobhan Moriarty has served as Diageo’s general counsel since 2013.
Wilson Elser’s Waks said he led a team from his firm counseling Clooney, Gerber and Meldman—who founded Casamigos in 2013—as well as fellow owners Lee Einsidler, Schuyler Joyner and Glenn Rotner. Waks said that he was invited to bid for the work by Einsidler, CEO of Casamigos, after the latter called Wilson Elser partner John Flannery in White Plains, New York.
Flannery, managing partner of Wilson Elser’s office north of Manhattan and a litigator serving on the firm’s executive committee, had successfully represented Casamigos in unrelated litigation several years ago. Waks said the work was in a “sweet spot” for him since he heads Wilson Elser’s corporate and M&A practice in Texas, does entertainment law and represents food and beverage companies.
Wilson Elser was retained about three-and-a-half months ago to handle negotiations related to the sale of Casamigos, Waks said. The transaction itself was nothing too out of the ordinary, he said, but Waks noted that the involvement of celebrities caused the level of secrecy related to the sale to be high.
“Also, the buyer very much wants, and we certainly agreed, that the three founders—Clooney, Gerber and Meldman—continue on as brand ambassadors and lend their status, their persona [and] their personalities to the brand going forward,” Waks said.
While Casamigos’ tequila is distilled in Jalisco, Mexico, Waks said most of the negotiations with Diageo occurred in New York and Los Angeles. Waks worked on the deal with Flannery, corporate partners William Behr in New York and William Gay in Los Angeles and associates Larry Banda in Dallas and Adam Buchwalter in Florham Park, New Jersey. Waks and Banda both speak Spanish, something that Waks said was helpful in working on the transaction.
Diageo’s purchase of Casamigos should close within 30 to 45 days, pending regulatory approvals, Waks said. He noted that the deal is among the most interesting he’s ever handled and that his clients were congenial, businesslike and “just an absolute pleasure to work with and for.”
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