Mergers and Acquisitions
Chadbourne "provides its M&A clients in-depth expertise in every conceivable major industry." Legal 500 USA
"Clients are impressed by the Chadbourne M&A group's consistently high level of service, in particular direct and immediate attention at the partner level." Legal 500 USA
Lawyers in our mergers and acquisitions practice have extensive experience in the full range of sophisticated M&A transactions ranging in size from a few million to billions of dollars. We represent all the key players in M&A transactions, including strategic and financial buyers and sellers, targets, private equity investors and leveraged buyout groups, independent board committees, financial advisors and financial institutions providing debt and equity acquisition financing.
We regularly advise on M&A transactions around the world, including:
- Public company mergers, acquisitions and tender and exchange offers
- Stock and asset acquisitions and divestitures of privately owned companies and divisions and subsidiaries of public companies
- Private equity and leveraged buyout transactions
- Going private transactions
- Joint ventures and other alliances
- Cross-border M&A transactions
- Bankruptcy-related acquisitions and divestitures
We have more than 100 attorneys worldwide with substantial experience in merger and acquisition transactions. Our M&A attorneys routinely combine their expertise with lawyers in our antitrust, employee benefits, environmental, finance, intellectual property, real estate and tax practices to counsel our clients on the wide range of complex issues that can arise in M&A transactions.
We offer our clients expertise in every major industry, including aerospace and defense, automotive, communications and media, consumer products, energy, food and beverage, insurance and reinsurance, manufacturing, mining, pharmaceuticals, technology and transportation.
Representative Mergers and Acquisitions Transactions
Below is a sampling of the many M&A transactions on which Chadbourne attorneys have advised:
- Bed Bath & Beyond. Represented the special committee of directors of Bed Bath & Beyond in its acquisition of BuyBuy Baby, a privately held retailer.
- Boeing/Lockheed Martin. Represented The Boeing Company in the organization of United Space Alliance, LLC, a 50/50 joint venture between Boeing and Lockheed Martin Corporation that owns and operates their former U.S. government expendable rocket launch vehicle businesses.
- Carlyle. Represented The Carlyle Group in its acquisition of a 40% stake in Medical Park Hospital Group, one of Turkey's largest healthcare services companies.
- Fortune Brands, Inc. Represented Fortune Brands, Inc. in numerous M&A transactions, including the sale of its Titleist golf business for $1.2 billion and the purchase of distilled spirits and wine brands from Pernod-Ricard S.A. for $5.2 billion.
- GLG Partners, Inc. Represented GLG, a leading alternative asset manager, in a reverse acquisition transaction with a publicly traded special purpose acquisition company, or SPAC.
- GLG Partners, Inc. Represented GLG in its $1.6 billion acquisition by U.K.-based Man Group plc, a publicly traded hedge fund. This acquisition created a hedge fund managing $63 billion of assets, one of the world's largest asset managers, and was effected through two concurrent transactions: a cash merger and a share exchange. This deal, the largest hedge fund deal in 2010, received the Deal Advisors Award from The Hedge Fund Journal.
- Golden Telecom, Inc. Represented Golden Telecom, Inc., a Russian-based CLEC (completive local exchange carrier), in the $4.2 billion acquisition of Golden Telecom by VimpelCom, a leading cellular operator in the CIS, through a tender offer and merger.
- Iberdrola USA. Represented Iberdrola USA, the U.S. division of Spain's largest electricity group, in its sale of natural gas businesses to UIL Holdings Corporation for $1.3 billion.
- Iberdrola, TECO Energy and EDP. Represented Iberdrola, TECO Energy and EDP – Energias de Portugal, S.A. in the sale of all of the shares of Distribución Eléctrica CentroAmericana Dos (II), a Central American utility company, to Empresas Públicas de Medellín E.S.P., a Colombian public utility.
- Rockwell Collins, Inc. Represented Rockwell Collins, Inc., a leading avionics and communications supplier for government and commercial customers, in numerous M&A transactions, including its acquisitions of Computing Technologies for Aviation, Inc., Air Routing International and related companies, DataPath, Inc., Athena Technologies, Inc., Information Technology & Applications Corporation, the simulations business of Evans & Sutherland Computer Corporation, NLX LLC, Airshow, Inc., Kaiser Aerospace & Electronics Corporation and the in-flight entertainment businesses of Sony Trans Com Inc. and Hughes-Avicom International, Inc.
- Spin-Offs. Chadbourne has extensive experience advising clients from a wide array of industries in connection with spin-offs of standalone businesses, including the representation of:
- Rockwell International Corporation in the spin-offs of Rockwell Collins, Inc., Conexant Systems, Inc., a provider of communications semiconductor products, and Meritor Automotive, Inc., a global supplier of systems, modules and components for the transportation and industrial sectors.
- Conexant Systems, Inc. in the spin-off of Mindspeed Technologies, Inc., Conexant’s Internet infrastructure business and the spin-off and merger of Conexant’s wireless communications business with Alpha Industries, Inc. to form Skyworks Solutions, Inc.
- Fortune Brands, Inc. in the spin-off of Gallaher Group plc, Fortune's UK tobacco business, and the spin-off and merger of its ACCO World Corporation office products unit with General Binding Corporation to form ACCO Brands.
For more information or for additional representative transactions, please contact Marc Alpert.
Various Corporate matters
Representation of POSCO America in various corporate and financial matters.