Bloomberg News

MoFo & Skadden on Softbank, Akin Gump: Business of Law

October 16, 2012

Morrison & Foerster LLP represents Softbank Corp. (9984), which agreed to buy a stake of about 70 percent in Sprint Nextel Corp. (S:US) for $20.1 billion as Japan’s third- biggest mobile-phone operator seeks growth overseas amid a declining local market. Skadden Arps Slate Meagher & Flom LLP served as lead counsel to Sprint.

Morrison & Foerster Tokyo managing partner Ken Siegel and San Francisco partner and co-chairman of global mergers and acquisitions practice Robert Townsend led the deal team for Softbank. Other corporate M&A partners include Andrew Winden, Ivan Smallwood, Dale Caldwell, David Lipkin, Jackie Liu and Brandon Parris. Antitrust partners Jeff Jaeckel and David Meyer also worked on the deal. Additional partners include Nicholas Spiliotes, committee on foreign investment; Bernie Pistillo and Eric Roose, tax; Michael Frank, executive compensation; and Kathryn I. Johnstone and Peter Dopsch, financial transactions.

Skadden partners included Thomas Kennedy, Jeremy London, Yossi Vebman, Stephanie Teicher, Steven Sunshine, Regina Olshan, Dean Schulman, Ivan Schlager, Toni Cook Bush and Matthew Hendrickson.

Softbank’s legal advisers also included Mori Hamada & Matsumoto as Japanese counsel, Dow Lohnes PLLC as regulatory counsel, Potter Anderson Corroon LLP as Delaware counsel, and Foulston & Siefkin LLP as Kansas counsel.

For Sprint, Lawler, Metzger, Keeney and Logan (0150001D:US) served as regulatory counsel, and Polsinelli Shughart PC served as Kansas counsel.

Softbank will pay $12.1 billion to Sprint shareholders and the deal includes $8 billion of new capital, according to a statement yesterday. The deal would be the biggest publicly announced outbound acquisition by a Japanese company since at least 2000, according to data compiled by Bloomberg.

Entering the U.S. allows billionaire Masayoshi Son, Softbank’s president, to participate in a market that’s still growing in contrast to Japan, where handset shipments tumbled 27 percent during the past five years. Sprint can fund a faster expansion of its 4G wireless network, pay down debt or make more acquisitions aimed at challenging bigger competitors Verizon Wireless (VZ:US) and AT&T Inc. (T:US)

Softbank is creating U.S. holding entities to make the acquisition. About 55 percent of Sprint shares will get $7.30 in cash, and the rest will convert into 30 percent of a newly capitalized company, which will include the $8 billion cash infusion, Sprint said in a presentation to investors. Softbank will also receive a warrant to purchase 55 million additional Sprint shares at an exercise price of $5.25 a share.

The deal will be funded by cash on hand and bridge financing. Softbank had $9.5 billion in cash and near cash items at the end of June, according to data compiled by Bloomberg. The company hired Mizuho Corporate Bank, Sumitomo Mitsui Banking, Bank of Tokyo-Mitsubishi UFJ and Deutsche Bank’s Tokyo branch as lead arrangers. Citigroup Inc., Rothschild and UBS AG advised Sprint.

For more, click here.

Ecolab to Buy Champion for $2.2 Billion to Boost Energy Unit

Fulbright & Jaworski LLP is advising Ecolab Inc. (ECL:US), which agreed to buy Champion Technologies Inc. for about $2.2 billion in cash and stock to complement last year’s purchase of Nalco Holding Co. and grab a larger share of the oilfield-chemicals business. Vinson & Elkins LLP mergers and acquisitions partner Chris Collins led the deal for Permian Mud Service Inc., parent company of Champion Technologies.

Stikeman Elliott LLP is acting as Canadian counsel to Champion Technologies. Blake, Cassels & Graydon LLP is Canadian counsel to Ecolab.

Fulbright’s partners included Gene Lewis, Efren Acosta and Heather Corken, corporate; and Jack Allender, tax.

Additional V&E partners included John Lynch and Jim Meyer, tax, David D’Alessandro, Tax-EBEC; Neil Imus, antitrust; and Larry Nettles, environmental.

Stikeman’s legal team included Paul Collins, Michael Kilby and Michael Laskey.

Ecolab will pay approximately $1.7 billion in cash and issue about 8 million shares of common stock, the St. Paul, Minnesota-based company said today in a statement.

Closely held Champion is based in Houston and is controlled by the descendants of the late Willard M. Johnson, who first bought a stake in Champion in 1959. It competes against some of the largest oilfield-services companies, including Schlumberger Ltd., Halliburton Co. and Baker Hughes Inc., making ingredients that are pumped underground to clean wells and boost production.

For more, click here.

Firm News

Akin Gump Elects Kim Koopersmith as New Chairman of firm

After 20 years at the helm of Akin Gump Strauss Hauer & Feld LLP, R. Bruce McLean is handing over the reins to a new firm chairman, Kim Koopersmith.

Koopersmith, a New York litigation partner who is currently the U.S. managing partner, will take over the role in March 2013. She will have offices in both New York and Washington. Among her clients is Wal-Mart Stores Inc., where she has served as a relationship partner.

McLean will remain with the firm as senior executive partner. When he began managing the firm, Akin Gump was a regional firm with two offices outside Texas. The firm now has 850 attorneys in 17 offices in the U.S., Europe, the Middle East and Asia.

“Over the last two decades, Akin Gump has achieved tremendous success across many areas: strategically expanding our global footprint, enhancing the high levels of service we provide and focusing on the numerous qualities that make Akin Gump such an exceptional place to work,” Koopersmith said in a statement. “It is exciting to have the opportunity to partner with my colleagues from across the firm to build on these outstanding achievements.”

As U.S. managing partner, Koopersmith has overseen the operations of Akin Gump, including financial oversight, client service, recruitment and professional development, the firm said. She has also headed the partner compensation committee and the partnership admissions committee. She has been involved in Akin Gump’s diversity efforts and in programs to attract and retain talent.

Walkers Appoints Ingrid Pierce as Global Managing Partner

Financial law firm Walkers announce that Ingrid Pierce has been appointed as global managing partner of the firm.

Pierce joined Walkers in 2002 after a career as a barrister in London. She represents major financial institutions and leading global investment fund managers in all aspects of investment funds. She was made a partner of the firm in 2007 and is the Head of Walkers’s Cayman Islands Investment Funds Group.

Pierce replaces Diarmad Murray as Walkers’ global managing partner. He will remain with the firm as part of the global Management Committee. Pierce will also continue in her role as the leader of Walkers’ Cayman Islands Investment Funds Group and remain involved in transactional work.

“I would like to pay tribute to Diarmad’s outstanding contribution in this position,” Pierce said in a statement. “We will continue to build on our strengths in Europe, Asia, the Caribbean and across the Americas to deliver premium service to our clients.”

The firm’s Irish office has grown nearly 30 lawyers in the two years since it opened and the firm has been active in Singapore, where Walkers established a presence in Feb. 2009, the firm said.

“I look forward to assisting with the transition to a new generation of leadership in the firm in the months to come,” Murray said in a statement.

Walkers has eight offices in the British Virgin Islands, Cayman Islands, Dubai, Dublin, Hong Kong, Jersey, London and Singapore.

News

Dewey Partners’ Committee Appeals Settlement Approval

The Dewey & LeBoeuf LLP official committee for former partners isn’t going down without a fight.

The back-and-forth between Dewey and the committee began on Oct. 9 when a bankruptcy judge approved a $71.5 million settlement with about 440 former partners. The partners’ committee opposed approval of the settlement, saying there should be an examiner appointed instead to investigate the bona fides of the compromise.

U.S. Bankruptcy Judge Martin Glenn in New York disagreed, saying the committee hadn’t “contributed in a productive way to this bankruptcy case.” Picking up where the judge left off, Dewey filed papers the next day, Oct. 10, asking the judge to disband the committee.

The following day, Oct. 11, the partners’ committee filed an appeal from approval of the settlement. Glenn will hold a hearing on Nov. 1 to decide if the committee should be disbanded.

Dewey has two official committees, one for unsecured creditors and the other for former partners. The firm once had 1,300 lawyers before liquidation began under Chapter 11 in May.

There was secured debt of about $225 million and accounts receivable of $217.4 million at the outset of bankruptcy, the firm said. The petition listed assets of $193 million and liabilities of $245.4 million as of April 30.

The case is In re Dewey & LeBoeuf LLP, 12-12321, U.S. Bankruptcy Court, Southern District of New York (Manhattan).

Law Firm Partner Average Compensation Up 6% at Large Firms

Times may be tough at many of the nation’s largest law firms, but you wouldn’t know it from looking at partner paychecks.

Average partner compensation at America’s largest law firms is up more than 6 percent since 2010, to $681,000, according to a recent survey of more than 2,000 partners nationwide by the legal consulting firm Major, Lindsey & Africa. But the survey found a growing disparity between the pay of equity partners and nonequity partners.

Equity partner compensation rose 11 percent to $896,000. Compensation for nonequity partners stayed unchanged over the past two years at $335,000.

Silicon Valley partners took home the most, averaging $1.2 million. New York partners were close behind at a little over $1 million. Philadelphia lawyers earned the least at $478,000.

Nationwide the gap between what men and women earn is growing. Male partners earned $734,000, up 8 percent since 2010. Female partners averaged $497,000, down 3 percent.

Moves

McDermott Hires Wealth Management Partner in London

McDermott Will & Emery LLP’s London office announced that Astrid Owen joined as a partner in the firm’s private client practice group, based in London. Previously she was a partner at Withers, the firm said.

Owen has years of experience in cross-border planning for large families and institutions. She has experience handling international trust, tax and wealth transfer matters on an international scale.

McDermott has a team of more than 60 lawyers and 20 non- lawyer professionals working on wealth planning around the globe. McDermott has more than 1,100 lawyers, with 18 offices in the U.S., Europe and Asia.

Morrison & Foerster Adds Partner David Bresnick in London

Corporate lawyer David Bresnick will join Morrison & Foerster LLP’s London office as a partner. He joins from CMS Cameron McKenna LLP’s London office, where he headed the firm’s private-equity group and led the corporate telecoms, media and technology group, MoFo said in a statement.

Bresnick represents technology and telecom companies in mergers and acquisitions, corporate finance, private equity investments and related matters.

His hiring continues the firm’s expansion of its private equity, mergers and acquisitions and cross-border transactional capabilities.

MoFo has more than 1,000 lawyers in 15 offices in the U.S., Asia and Europe.

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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