Bloomberg News

Kirkland, Skadden, Hunton, Baker & McKenzie: Business of Law

June 12, 2012

Kirkland & Ellis LLP advised Apax Partners LLP, a British private equity firm, on its acquisition of Paradigm Ltd., a maker of software for the oil and gas industry.

The Kirkland team includes New York partners Eunu Chun, Leo Greenberg, Jay Ptashek and Ariel Yehezkel.

Skadden, Arps, Slate, Meagher & Flom LLP provided legal advice to Paradigm. The partners included Amr Razzak, and Kenton King, mergers and acquisitions in Palo Alto, Joseph Yaffe, executive compensation and benefits, Palo Alto, and Sean Shimamoto and Paul Oosterhuis on tax in Washington.

Apax, based in London, is buying Paradigm with JMI Equity, a Baltimore-based private equity fund manager focusing on technology, in a deal valuing the company at about $1 billion, the firm said in a statement yesterday. Paradigm, based in the Cayman Islands, makes software that helps oil and gas engineers analyze seismic and well-log data to optimize drilling.

“The deal had a lot of diligence,” Skadden partner Razzak said in an interview, which with a company that operates in 50 different countries, can be a challenge. The deal process started at the end of last year.

Razzak said that having a good relationship with Kirkland & Ellis was also key. “No one was playing any games and in this deal that was very important. We had to find some solutions to commercial issues and that’s only possible when people are being up front and respond in a way that was straightforward.”

Apax is seeking 9 billion euros ($11.3 billion) for leveraged buyouts, mainly in Europe. It had its so-called first close on that fundraising with 4.3 billion euros in March, allowing it to start investing the money, a person familiar with the matter said at the time. The firm’s previous investments in technology companies include Sophos Plc, a British maker of security and data protection software.

Bank of America Merrill Lynch and Simmons & Co. advised Apax. UBS AG and Royal Bank of Canada provided debt financing. Jefferies & Co. advised Paradigm.

For more, click here.

Moves

Hunton & Williams Expands New York Commercial Real Estate Group

Hunton & Williams LLP hired four real estate finance partners from SNR Denton LLP in New York including Brett L. Gross, Peter J. Mignone, Donald F. Simone and Mitchell G. Williams, the firm said in a statement.

The team of lawyers, which primarily have a client base of institutional lenders doing all kinds of lending, have worked together for at least 12 years, first at Thacher Proffitt & Wood LLP. When that firm closed at the end of 2008, they joined Sonnenschein Nath & Rosenthal LLP, which merged with Denton Wilde Sapte in Sept. 2010 to form SNR Denton.

“We were attracted to Hunton not only because of its dominate real estate and capital finance practice and experienced capital markets -- but it is strong, dynamic, growing globally and has an energy to it that appeals to us,” Mignone said in an interview.

He said the move to Hunton was predicated on keeping the team together. “Not only are we committed to each other but our client base has come to expect a team. We’ve never practiced as one-off silos. We all work on each others’ clients, our associates all work on each others’ associates and our clients appreciate the fact that we’re four attorneys practicing in a specialized and sophisticated arena and have our finger on market in terms of developments.”

Simone and Williams have practiced together even longer, since the early 1980s, Mignone said. Among the team’s clients moving their real estate work with them to the new firm are JPMorgan Chase Bank and Citigroup Global Markets Realty Corp., Mignone said.

The new hires bring Hunton & Williams real-estate practice group to more than 50 lawyers, who advise clients on matters involving commercial, industrial, retail, multifamily, hospitality and mixed-use properties. The practice focus includes nonperforming loans, health care, energy, retail and general real estate finance for all real estate asset types.

“Hunton & Williams has taken another important step toward becoming the ‘go-to’ real estate practice in New York with this addition,” Carl F. Schwartz, chairman of the New York real estate group, who joined the firm in April along with partner Laurie A. Grasso, said in a statement. “Our new partners’ tremendous lending experience is the perfect complement to our practice in serving owners, operators, funds, REITs and capital market players across the real estate spectrum.”

Hunton & Williams has more than 800 lawyers in 19 offices in the U.S., Europe and Asia.

M&A and Private Equity Lawyer Koiffman Joins Baker & McKenzie

Karyn Koiffman joined Baker & McKenzie LLP’s New York office as a partner, from Kirkland & Ellis LLP. She has experience in U.S. and Latin American mergers and acquisitions and private equity matters.

Koiffman has represented sponsors, corporations and financial institutions in mergers and acquisitions, leveraged buyout transactions, recapitalizations, reorganizations, going- private transactions, joint ventures, commercial contracts and related corporate matters, the firm said in a statement. Koiffman’s practice has increasingly focused on matters involving Latin America and especially Brazil, where she was born and raised. She also practiced corporate law in Brazil for six years before relocating to the US in 2002.

Koiffman is the one of many new hires in Baker & McKenzie’s New York office. Latin American finance and transactional lawyers Lloyd Winans and Ricardo Martinez joined the firm in the past few months, the firm said. Christopher Horn, who concentrates on cross-border structured finance matters, also joined in February.

Baker & McKenzie has more than 3,800 locally qualified lawyers and over 5,800 professional staff in 70 offices in 43 countries.

Al Jazeera’s Chief Legal Officer Joins Bird & Bird

Al Jazeera’s Chief Legal Officer, Osama Abu-Dehays, is set to join Bird & Bird LLP’s international media and sports sector groups as partner. Abu-Dehays will split his time between Qatar and the UAE, focusing on Doha, Abu Dhabi and Dubai but with wider responsibilities covering the Middle East and North Africa regions.

At Al Jazeera Network, Abu-Dehays had responsibility for the legal and business affairs of the global media conglomeration. Abu-Dehays has also held the position of Chief Legal Officer at Arab Media Group and was Deputy Head of Legal at MBC Middle East, the firm said in a statement.

“Osama brings a deep understanding of the media and sports sectors to our international team, as well as excellent regional experience in those areas and in the IT and telecommunications sectors,” Mark Pinder, head of Bird & Bird Middle East said in a statement.

Bird & Bird has lawyers in 23 offices in Europe, the Middle East and Asia.

Litigation

Gupta to Stay Silent as Insider-Trading Trial Enters Final Week

Rajat Gupta, the former Goldman Sachs Group Inc. (GS:US) director accused of passing tips to Galleon Group LLC co-founder Raj Rajaratnam, will remain silent as his insider-trading trial enters its final week, his lawyer told the judge.

Gary Naftalis, who said in court June 8 that it was “highly likely” Gupta would testify in what will be the trial’s final week, told U.S. District Judge Jed Rakoff in a letter dated June 10 that Gupta wouldn’t be a witness.

“We have spent the last day reviewing what we believe we need to present in the defense case,” Naftalis said in the letter. “After substantial consideration, we have determined that Mr. Gupta will not be a witness on his own behalf in the defense case. We wanted to alert the court and the government of this decision as soon as it had been made.”

Gupta, who ran McKinsey & Co. from 1994 to 2003, is accused of giving Rajaratnam inside information about Goldman Sachs and Procter & Gamble Co. (PG:US), where Gupta was also a director. Tips Gupta allegedly passed to Rajaratnam involve Goldman Sachs earnings in the first quarter of 2007 and fourth quarter of 2008. Another involves a $5 billion Berkshire Hathaway Inc. (B:US) investment in New York-based Goldman Sachs on Sept. 23, 2008.

Gupta has pleaded not guilty to one count of conspiracy and five counts of securities fraud, which carries a maximum term of 20 years in prison.

Naftalis declined to comment on the letter. Ellen Davis, a spokeswoman for U.S. Attorney Preet Bharara in Manhattan, also declined to comment.

“There could be a hundred reasons Gary would have said one thing on Friday and changed his mind,” Roland Riopelle, a former federal prosecutor in New York, said in a phone interview. Now a white-collar defense lawyer, Riopelle represented David Plate, a former trader at Schottenfeld Group LLC who pleaded guilty and testified at the trial of Galleon Group trader Zvi Goffer.

If Gupta were to take the stand, he would face cross- examination by Assistant U.S. Attorney Reed Brodsky, who is experienced at questioning accused insider traders. In 2010, Brodsky spent parts of two days cross-examining Joseph Contorinis, a former Jefferies Paragon Fund money manager who was subsequently convicted at trial. Contorinis was sentenced to six years on prison, while prosecutors had asked for a lengthier term because they said he lied on the witness stand.

“There’s really no way to tell whether that was some kind of faked arch tactic, that if you fail, the prosecutor, Reed Brodsky, would spend all weekend working on his cross- examination of Rajat Gupta rather than his summation,” Riopelle said. A defendant taking the stand often allows prosecutors the chance to reprise their best evidence, he said.

Yesterday Brodsky used his questioning of a defense witness to attack the ex-Goldman Sachs Group Inc. director’s claim that another bank executive was the source of illegal tips.

In the first full day of the defense case, Gupta’s lawyers called Richard Schutte, the former president of Galleon Group LLC’s domestic unit, to testify about the relationship between the fund and Goldman Sachs in late 2008.

Rajaratnam got some of his illegal tips from David Loeb, Goldman Sachs’s head of Asia equity sales in New York, defense attorney Gary Naftalis has said in court. On cross-examination of Schutte, Assistant U.S. Attorney Brodsky tried to show that Loeb wasn’t Rajaratnam’s source of information about Goldman Sachs.

“Is it fair to say that Mr. Loeb, in any of the e-mails distributed to you, did not provide any information about Goldman Sachs?” Brodsky asked.

“Yes, that’s fair to say,” Schutte replied.

Brodsky also emphasized that Loeb’s focus was on overseas stocks, and not U.S. banks.

“Do you know that Mr. Loeb specialized in Asian equities?” Brodsky asked.

The case is U.S. v. Gupta, 11-cr-00907, U.S. District Court, Southern District of New York (Manhattan).

For more, click here and here.

Kerviel Judge Says Subprime Evidence Old, Wants Testimony

Evidence Jerome Kerviel presented to support claims Societe Generale SA (GLE) let him amass 50 billion euros ($63 billion) in stock index futures trades so it could later hide losses on subprime loans shows “nothing new” to the Paris judge hearing the appeal against his 2010 conviction.

Judge Mireille Filippini, who last week demanded evidence from Kerviel’s lawyers, led by David Koubbi, to support allegations he was caught up in a conspiracy, said an unsigned letter and documents related to a Societe Generale account’s trades from January 2008 wasn’t sufficient.

The anonymous letter was “founded on rumors,” and the documents show “nothing new to the court,” Filippini said yesterday. After she ordered Kerviel’s attorneys to disclose who wrote the letter, Kerviel’s lawyer Koubbi identified the author as Philippe Hoube, who works at brokerage Newedge Group SA, where Kerviel passed many of his orders.

“I want to hear from this man,” Filippini said and scheduled a hearing for June 14 for Hoube and Maxime Kahn, who unwound Kerviel’s unauthorized trades, to testify.

Newedge didn’t immediately respond to a call for comment.

Kerviel, convicted in 2010 of breach of trust, forging documents and computer hacking in relation to a 4.9 billion-euro trading loss at Societe Generale, told the Paris court last week he’d heard of the conspiracy from a person who, he said, refused to testify in public. He’s appealing his conviction and sentence of three years in jail and repayment of the bank’s loss in full.

Filippini and Societe Generale’s lawyers questioned the logic of the theory about the bank’s “machinations,” asking Kerviel why, if the bank knew about his actions and wanted to minimize the impact of its subprime losses through him, they didn’t offset it with his 1.4 billion-euro profit for 2007.

“Why didn’t the bank take your 1.4 billion right away if it knew?” Filippini asked. “It would have been so thrilled to improve its record.”

Kerviel said he reported just 55 million euros in profit at the end of 2007, because he felt that was a more reasonable figure given the trading limits on his desk.

Filippini criticized a claim by Kerviel’s lawyers that someone tampered with recordings of conversations made when Kerviel was called into the bank regarding the unwinding of his trades. She said Koubbi and his staff hadn’t listened to all 8 hours of the recordings “before pronouncing it tampered with.”

For more, click here.

To contact the reporter on this story: Elizabeth Amon in Brooklyn, New York, at eamon2@bloomberg.net.

To contact the editor responsible for this story: Michael Hytha at mhytha@bloomberg.net.


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