Private Equity Push Yields Roles for Shearman, Sidley, Skadden
Private equity firms seeking to either buy or sell assets before turning the page on 2012 have tapped a trio of Am Law 100 firms for outside counsel on a batch of deals announced this week totaling nearly $10 billion in value.
In the largest of the transactions, Shearman & Sterling is advising General Electric on its proposed $4.3 billion acquisition of Italian aerospace company Avio's aviation business from British private equity firm Cinven. The deal will help GEone of the world's largest conglomeratesbolster its jet engine and plane parts unit as major airlines move to increase their aircraft production.
Leading the cross-border Shearman team for Fairfield, Connecticutbased GE in connection with its acquisition of assets from Turin-based Avio are M&A partners Fabio Fauceglia, Laurence Levy, Michael McGuinness, Jeremy Kutner, Guillaume Isautier, and senior partner and global M&A cohead Creighton Condon. Other Shearman lawyers working on the deal include tax partner Don Lonczak, real estate partner Clare Breeze, litigation partner Philip Urofsky, capital markets counsel Tommaso Tosi, employee benefits counsel Sam Whitaker, environmental counsel Mehran Massih, tax counsel Simon Letherman, and M&A counsel Sean Skiffington.
The holiday season has been especially busy for Shearman. The firm is also currently advising ICE on its $8.2 billion bid for NYSE Euronext; a consortium of buyers that have agreed to pay $525 million for a portfolio of patents owned by bankrupt Eastman Kodak; Nasdaq on its $390 million buy of units from Thomson Reuters; Singapore Airlines on the $360 million sale of a stake in Virgin Atlantic Airways; Swiss chocolate maker Barry Callebaut on a $950 million acquisition out of Asia; and agribusiness giant Bunge on its $750 million sale of Brazilian assets to Yara International. Last month Shearman stepped up to close a $4.3 billion project finance deal in Africa for a client whose top executives were tragically killed in an air crash two years ago, according to our previous reports.
Also advising GE on its acquisition of certain Avio properties are Italian firms Gianni, Origoni, Grippo, Cappelli & Partners and Maschietto Maggiore. Former Alston & Bird partner Michael McAlevey serves as general counsel for GE Aviation, the unit that will absorb the civilian and military aviation propulsion components and systems units being acquired from Avio. Last month GE Aviation was advised by a team of lawyers from King & Spalding on the creation of its Taleris joint venture with Dublin-based consulting giant Accenture to improve airline efficiency.
Former U.S. senator and retired King & Spalding partner Sam Nunn Jr. serves on GE's board of directors, as does W. Geoffrey Beattie, an ex-partner at top Canadian firm Torys. Brackett Denniston III has served as general counsel for GE itself since 2004. Former Morgan, Lewis & Bockius partner Pamela Daley is senior vice president for corporate business development at GE, whose in-house legal department was named the best in the business by sibling publication Corporate Counsel in 2007.
For its part, London-based Cinven has turned to longtime outside counsel Freshfields Bruckhaus Deringer to handle the sale of Avio's aviation units to GE. Leading the cross-border team working on the matter from the Magic Circle firm are corporate partners Adrian Maguire, David Sonter, and Nicola Asti.
Freshfields advised Cinven on its $3.4 billion acquisition of Avio in 2006. Earlier this year, Freshfields represented Cinven and other selling shareholders in Dutch cable operator Ziggo on its $1.1 billion initial public offering, as well as handled Cinven's $1.5 billion purchase of legal process outsourcing company CPA Global. Last year Freshfields took the lead for Cinven on its $3.5 billion sale of diagnostics maker Phadia Group and its $707 million acquisition of a majority stake in Richard Branson's health club chain Virgin Active.
Swedish private equity firm EQT also turned to Freshfields this week for counsel on its $419 million purchase of New Orleansbased liquid storage provider Westway Group. Corporate partners Matthew Herman and Doug Bacon, tax partner Robert Scarborough and counsel Eschi Rahimi-Laridjani, and antitrust partner Bob Schlossberg are leading a group of lawyers working on the deal for Freshfields.
Freshfields advised EQT this summer on its $2.2 billion buy of German medical products maker BSN Medical. Lena Almefelt serves as general counsel for Stockholm-based EQT.
A press release announcing Westway's sale to EQT states that Dechert is advising a special committee of Westway's board. Reed Smith is advising ED&F Man Holdingsthe largest shareholder in Westwayon its $115 million purchase of certain assets from the company.
In another major deal announced Friday, Sidley Austin is representing Pembroke, Bermudabased life insurance holding company Athene, a unit of private equity giant Apollo Global Management, on its $1.8 billion purchase of the U.S. units of British insurer Aviva.
Perry Shwachman, cohead of Sidley's global insurance and financial services group, is leading a team from the firm advising Athene on its acquisition of Aviva USA. Other Sidley lawyers working on the matter include corporate partner Jonathan Kelly, insurance and financial services partners Brad Drake and Andrew Holland, insurance tax cohead Tracy Williams, tax partner John Schaff, and technology transactions cohead Jeffrey Rothstein. Sidley advised Athene this summer on its $415 million purchase of Presidential Life.
Willkie Farr & Gallagher corporate and financial services partners Robert Rachofsky and Donald Henderson Jr. are leading a team from his firm representing Aviva in connection with the sale of its U.S. unit. Monica Risam, a former in-house attorney at GE hired by Aviva last year as its European general counsel, is leading an internal team from the insurer working on the deal that includes head of legal M&A Neil Harrison and senior counsel Helen Welsh. Aviva's group general counsel and company secretary is Kirstine Cooper, while Richard Cohan serves as general counsel of Aviva USA.
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