Achieving New Heights in M&A and Private Equity

In 2007, our clients turned to us for assistance across disciplines and jurisdictions in numerous groundbreaking merger and private equity transactions. We provided advice and innovative thinking to clients involved in these transactions in such diverse areas as complex financing, litigation and arbitration, corporate governance, tax, intellectual property, employee benefits and compensation, and real estate, as well as in U.S., English, French, German, EU and EC Competition law.

Our Firm’s record in 2007 included advising one of the principals in six of the ten largest M&A deals announced worldwide:

• Endesa’s US$ 58.4 billion acquisition by Enel and Acciona, the second-largest merger of 2007 (representing Endesa);
• BCE’s proposed US$ 48.5 billion sale to an investor consortium led by Ontario Teachers’ Pension Plan and Providence Equity Partners (representing BCE);
• TXU’s US$ 45 billion acquisition by an investor consortium led by Kohlberg Kravis Roberts & Co. (KKR) and Texas Pacific Group, the largest-ever U.S. utility acquisition and the largest U.S. leveraged buyout in history (representing TXU);
• Alcan’s US$ 43 billion acquisition by Rio Tinto, creating the world’s largest aluminum company (representing Alcan);
• First Data’s US$ 29 billion buyout by KKR (representing the Independent Directors and Strategic Review Committee of First Data); and
• Hilton Hotels’ US$ 26.7 billion sale to The Blackstone Group (representing Hilton Hotels).

Our lawyers also advised on the financing components of both First Data’s acquisition by an investor consortium led by KKR (a transaction that was recognized by International Financing Review (IFR) as “US Loan of the Year and Leveraged Loan of the Year”) and Hilton Hotels’ sale to The Blackstone Group.

In addition, our M&A and financing lawyers advised on a number of significant transactions around the globe:

• In the United States, our Firm advised J.C. Flowers & Co. in its US$ 25.2 billion proposed acquisition of Sallie Mae; The Bank of New York in its US$ 16.5 billion merger with Mellon Financial; Fiserv in its US$ 4.4 billion acquisition of CheckFree Corporation; AT&T in its US$ 2.8 billion acquisition of Dobson Communications Corporation; UnitedHealth Group in its US$ 2.75 billion acquisition of Sierra Health Services; and Ohio Casualty in its US$ 2.7 billion sale to Liberty Mutual.
• In Europe, our Firm represented Statoil in its US$ 29 billion acquisition of Norsk Hydro’s oil and gas business; Scottish Power in its US$ 24.9 billion sale to Iberdrola; Akzo Nobel in its US$ 16.1 billion acquisition of Imperial Chemical Industries and its US$ 14.5 billion sale of Organon BioSciences to Schering-Plough; Swisscom on the M&A and financing elements of its US$ 6.3 billion acquisition of FastWeb; Arcandor (formerly KarstadtQuelle), parent of Thomas Cook, in Thomas Cook’s US$ 6 billion merger with MyTravel, for which S&C advised on English law; CFF Recycling in its US$ 1.8 billion merger with Penauille Polyservices, for which S&C advised on French law; and the arrangers in the approximately US$ 650 million refinancing of HONSEL, for which S&C advised on U.S., English, French and German law.
• In the Asia-Pacific region, we advised Eisai in its US$ 3.9 billion acquisition of MGI PHARMA (for which S&C also advised on the financing); MTR Corporation in its US$ 1.6 billion rail merger with Kowloon-Canton Railway; and a Macquarie-led investor group in its US$ 1.6 billion acquisition of Duquesne Light Holdings (for which S&C also advised on the financing).
• In Latin America, our Firm represented Anglo American in its acquisition of a 49% interest in MMX Minas-Rio Mineração e Logística, with a potential deal value of up to US$ 3.5 billion; and Tenaris in its US$ 2.2 billion acquisition of Hydril Company.

Our lawyers advised on a number of other important private equity and buyout transactions in 2007, including:

• the US$ 16.5 billion acquisition of Intelsat Holdings by a private equity consortium (representing Silver Lake as a consortium member);
• the US$ 7.3 billion buyout of CDW Corporation by Madison Dearborn Partners (our M&A lawyers represented Michael Krasny, the founder and Chairman Emeritus of CDW Corporation, in connection with the sale of CDW, and our Estates and Personal lawyers advised him on related charitable and other transactions);
• the US$ 3.2 billion acquisition of Puget Energy by a private equity consortium including Macquarie Bank and Canada Pension Plan Investment Board (CPPIB) (representing CPPIB);
• the US$ 2.14 billion acquisition by Ulysses Luxembourg, a unit of CVC Capital Partners, of Univar N.V. (representing CVC); and
• the US$ 1.8 billion takeover of Abbot Group of the UK by First Reserve through Turbo Alpha Limited (representing Alasdair Locke, Chairman, founder and major stockholder of Abbot Group, advising on English law).

We also represented Advantage Partners, Ares, Carlyle, GS Capital Partners, J.C. Flowers, Lightyear, Ontario Teachers’ Pension Plan Board, Rhône and Ripplewood, among others, in a variety of proposed, completed or pending acquisitions and dispositions all over the world.