Lawyers on Major Transactions
Four Firms Make Fashion Statement in $6 Billion Sale of Neiman Marcus
Private equity firms TPG Capital and Warburg Pincus announced Monday they would sell luxury retail chain Neiman Marcus to investment firm Area Management and the Canada Pension Plan Investment Board (CPPIB) for $6 billion.
Cleary Gottlieb Steen & Hamilton is advising TPG and Warburg. The firm had represented both clients when they originally purchased Neiman for $5.1 billion in October 2005.
Neiman Marcus is a Dallas-based purveyor of high-end apparel that owns 84 stores in the United States, including the Bergdorf Goodman chain, which were hit hard by a decline in consumer spending as a result of the global financial crisis. The sale of Neiman Marcus effectively scuttles a previously announced initial public offering that could have raised $1 billion: in June, an entity controlled by TPG and Warburg called Newton Holding had filed to take Neiman Marcus public.
The sale should be completed by the fourth quarter of this year pending regulatory approvals and other customary closing conditions.
The Cleary team advising Neiman Marcus is being led by New York-based corporate partner Robert Davis and M&A partner David Leinwand. Other New York lawyers are finance partners Margaret "Meme" Peponis and Amy Shapiro and associates Daniel Malech and Elise Minter; M&A associates James Langston, Andrew Coombs, Joseph Lanzkron and Dorje Glassman; employee benefits counsel Kathleen Emberger and associate Amber Thiel; tax partner Jason Factor and associates Dustin Barzell and Elena Heim; intellectual property counsel Daniel Ilan and associates Kathleya Chotiros and Lisa Connolly; and real estate partner Steven Horowitz and associates Anthony Cerceo, Alexandra Kelly, Quincy Byrd and Ashley Teele. Cleary lawyers in Washington, D.C. are environmental counsel Richard Bidstrup and associate Beau Sterling; and antitrust partner Brian Byrne and associate Kathleen Bradish.
Fort Worth-based TPG's general counsel is Ronald Cami.
Scott Arenare and Harsha Marti serve as general counsel and assistant general counsel, respectively, for New York-based Warburg.
Tracy Preston is the general counsel of Neiman Marcus.
Kirk Davenport II, a New York-based corporate partner and member of the executive committee at Latham & Watkins, is leading a team from the firm advising Ares that includes New York corporate partner Joshua Tinkelman and associates Sonja Pollack and Benjamin Snyder. Lawyers assisting from Washington are corporate partner Jason Licht and associates Christopher Cronin and Shagufa Hossain.
Michael Weiner serves as general counsel for Ares.
Canadian firm Torys is advising the CPPIB through M&A partner Stefan Stauder, tax chair Peter Keenan and antitrust counsel Christopher Caparelli in the firm's New York office. Toronto lawyers are corporate partner Matthew Cockburn, investment funds partner R. John Cameron and corporate counsel Scott Bell.