Bloomberg News

Weil, Cravath, Fried Frank, Skadden: Business of Law

May 29, 2013

Weil, Gotshal & Manges LLP advised Fidelity National Financial Inc. (FNF:US), the largest U.S. title insurer, on an agreement to buy its former unit, Lender Processing Services Inc. Cravath, Swaine & Moore LLP advised LPS.

Weil’s deal team was led by partner Michael Aiello who is chairman of Weil’s corporate department. Additional partners include Angela Fontana and Allison Liff, banking; Jennifer Bensch, capital markets; and Marc Silberberg, tax.

Cravath partners advising LPS included Robert I. Townsend III and Damien R. Zoubek, mergers and acquisitions; Eric W. Hilfers, executive compensation and benefits; Michael L. Schler, tax; and Peter T. Barbur, antitrust.

Cooley LLP advised Fidelity National as well. Partners on the deal included Tom Hopkins, Ian Smith and Lesse Castleberry.

Davis Polk & Wardwell LLP is advising Merrill Lynch, Pierce, Fenner & Smith Incorporated and J.P. Morgan Securities LLC as joint lead arrangers and bookrunners in connection with the financing provided to Fidelity National Financial, Inc. The Davis Polk financing team includes partner James A. Florack. The capital markets team includes partner Michael Kaplan.

Fried, Frank, Harris, Shriver & Jacobson LLP represented Goldman Sachs as financial adviser to Lender Processing Services Inc. on the deal. The Fried Frank team included corporate partners Abigail Bomba and Philip Richter.

The cash-and-stock deal, designed to let Fidelity National expand in the business of providing and analyzing mortgage data, values LPS at $33.25 a common share, or about $2.9 billion, the Jacksonville, Florida-based company said yesterday in a statement. LPS, also based in Jacksonville, closed at $29.11 on May 22, before it was first reported that Fidelity National was in talks to acquire the firm.

Fidelity National is expanding in housing-linked businesses amid a recovery in the U.S. real estate market. LPS has technology that’s used by lenders throughout the mortgage process, from origination to foreclosure.

The transaction will boost earnings (FNF:US) by 11 percent compared with 2012, Foley said. After the deal is completed, Fidelity National will combine its ServiceLink unit with LPS in a new holding company and sell a 19 percent stake in that business to Thomas H. Lee Partners for $381 million, according to the statement.

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Skadden, Cleary Advise on Valeant Purchase of Bausch & Lomb

Skadden, Arps, Slate, Meagher & Flom LLP is advising Valeant Pharmaceuticals International Inc. (VRX:US) on its $8.7 billion purchase of Bausch & Lomb Holdings Inc., the eye-care company owned by Warburg Pincus LLC. The deal positions Canada’s largest drugmaker to compete globally in the growing, specialized ophthalmology market. Cleary, Gottlieb, Steen & Hamilton LLP is representing Bausch & Lomb. Stikeman Elliott LLP is Canadian counsel for Bausch while Canadian firm Osler, Hoskin & Harcourt LLP is advising Valeant.

Leading the Skadden team are mergers and acquisitions partners Stephen Arcano, Marie Gibson and Jeffrey Brill. Additional partners include Robert Copen, banking; Richard Aftanas, corporate finance; Steven Sunshine on antitrust and competition; David Rievman tax; Erica Schohn, executive compensation and benefits; and Matthew Zisk, intellectual property and technology.

The core Cleary Gottlieb team partners include Robert Davis and David Leinwand, corporate matters; Meme Peponis, financing; and Michael Albano, employee benefits issues.

Stikeman’s legal team includes partners: John Leopold and Benoit Dubord, corporate and securities; Marie-Andrée Beaudry, tax; and Jeffrey Brown, regulatory.

The Osler team on this deal included partners Clay Horner, Doug Bryce, Firoz Ahmed and Peter Glossop.

The deal’s value includes $4.2 billion that Valeant will use to pay off Bausch & Lomb debt, the companies said in a statement. Bausch & Lomb, bought by Warburg in a 2007 leveraged buyout, filed in March for an initial public offering after an earlier effort to sell itself for at least $10 billion stalled, people familiar with the matter said at the time.

The Bausch & Lomb deal is the largest of 15 publicly announced acquisitions for Montreal-based Valeant since it was created in a 2010 merger of its U.S. predecessor and Canada’s Biovail Corp. Chief Executive Officer Mike Pearson’s strategy has been to mix large and small deals and focus on areas such as dermatology and eye care.

Valeant will finance the deal with about $1.5 billion to $2 billion in new equity and debt secured from Goldman Sachs Group Inc., the companies said in the statement.

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Teco Energy Agrees to Buy New Mexico Gas for $950 Million

Teco Energy Inc. (TE:US) agreed to buy New Mexico Gas Co. from Continental Energy Systems LLC for $950 million, including the assumption of $200 million in debt. Skadden, Arps, Slate, Meagher & Flop LLP and Cuddy & McCarthy LLP are Teco’s legal advisers. Cravath Swaine & Moore LLP advised Continental.

The Skadden team includes corporate partner Sheldon Adler; tax partner Sean Shimamoto; executive compensation and benefits partner Neil Leff; intellectual property and technology partner Bruce Goldner; corporate finance partner Dwight Yoo; investment management partner Lawrence Frishman and labor and employment partner David Schwartz.

The Cravath team included partners Andrew R. Thompson and Richard Hall, mergers and acquisitions; J. Leonard Teti II, tax; and Jennifer S. Conway, executive compensation and benefits.

Davis Polk & Wardwell LLP is advising Morgan Stanley Senior Funding Inc. as sole lead arranger and sole bookrunner for Teco Energy Inc. and Teco Finance Inc. The Davis Polk credit team for Morgan Stanley included partner Jason Kyrwood.

New Mexico Gas serves about 509,000 customers in the state, Tampa, Florida-based Teco said in a statement yesterday. The transaction is expected to close in the first quarter of 2014.

“We are adding 50 percent to our customer base in a single transaction, and we expect it to provide opportunities for future growth in an attractive Sunbelt location,” Teco Chief Executive Officer John Ramil said in the statement. “It will increase the percentage of earnings from regulated operations and reduce earnings volatility.”

News

Singapore Law Professor Convicted of Sex-for-Grades Graft

National University of Singapore associate professor of law Tey Tsun Hang boosted a student’s grades in exchange for sex and gifts, a judge said in convicting the academic of corruption.

Tey admitted to giving the student favorable grades “because of the gratifications and the sex that he received,” Chief District Judge Tan Siong Thye said in handing down his verdict at a Singapore subordinate court yesterday.

Tey, a former district judge, had said he was in a consensual relationship with the student. He argued in court that he was coerced by officers of Singapore’s Corrupt Practices Investigation Bureau into confessing that he gave better grades to the student in exchange for sex and gifts, including a S$740 ($585) Montblanc pen.

Tan said that whether or not Tey actually showed favor to the student wasn’t vital to the charges.

“I came to the irresistible conclusion that the accused had the corrupt intention and guilty knowledge in all of the six charges against him,” the judge said.

Tey, 42, plans to appeal the conviction, his lawyer Peter Low said following yesterday’s hearing.

Prosecutors are scheduled to recommend a sentence for Tey today. The judge can accept the recommendation or impose a sentence independently. Each of the six corruption charges carries a maximum sentence of five years in jail and a S$100,000 fine.

Tey, married with a 15-year-old daughter, should be given a stiff fine as he has “suffered great mental hardship” since the probe began in April 2012, Low said during the hearing. Tey has also lost his tenured professorship, his permanent resident status in Singapore and probably will be fired from the university, Low said.

The university yesterday said it fired Tey with immediate effect, adding it has found no evidence of any irregularities in its grading system.

The court heard during a 28-day trial that the former student paid for an abortion after becoming pregnant.

The case is Prosecutor v. Tey Tsun Hang. DAC027011/2012. The Subordinate Courts of Singapore.

JPMorgan Seeks Lehman U.K. Lawyer Testimony in $8.6 Billion Suit

JPMorgan Chase & Co. (JPM:US), which is fighting an $8.6 billion lawsuit by defunct Lehman Brothers Holdings Inc., told a judge it needs judicial assistance to seek testimony from David Swanson, a lawyer at Lehman’s U.K. affiliate.

JPMorgan, accused of speeding Lehman’s 2008 bankruptcy by demanding too much collateral for loans, said Swanson’s evidence is necessary to show that Lehman in fact defrauded its bank into lending $5 billion against risky securities known as Racers.

At the time, the former investment bank’s own German affiliate wouldn’t accept the securities as collateral, JPMorgan said in a federal court filing in Manhattan on May 24.

The bank’s request to the judge follows a move by Lehman to force Bruno Iksil, a French national known as the “London Whale” trader at JPMorgan, to answer questions. Lehman’s request for international judicial assistance has been received by French authorities, according to a letter filed in court on May 6 by the office that handles such requests.

Harvard College Dean Who Authorized E-Mail Probe to Step Down

Evelynn Hammonds, the dean of Harvard College who authorized a probe of e-mails in a search for leaks after a student cheating scandal, is stepping down after five years to return to teaching and research.

Hammonds, the first woman and black person to lead Harvard’s undergraduate college, will go on sabbatical before returning to head a new program for the study of race and gender in science and medicine in the W.E.B. Du Bois Institute, Harvard said yesterday in a statement.

In April, Hammonds issued an apology after it was revealed that the university failed to disclose the extent of a probe into e-mails in search of a leak of confidential communication related to a cheating scandal that implicated dozens of students. Hammonds admitted that the probe was wider than initially acknowledged, involving two reviews of one resident dean’s e-mail that hadn’t been previously disclosed.

As dean of Harvard College, Hammonds oversees the academic curriculum, residential houses and other undergraduate matters at the Cambridge, Massachusetts-based school. She joined the Faculty of Arts and Sciences in 2002 after teaching at the Massachusetts Institute of Technology.

In an e-mail to the Harvard community, Michael Smith, dean of the Faculty of Arts and Sciences, said he will appoint an interim dean in the coming weeks and will form a committee in the fall to help search for a permanent replacement.

The searches of subject lines in the resident dean’s administrative account were approved by Smith and university counsel, Hammonds said in April. While the lawyer was informed of two additional searches of the dean’s individual account, Smith was not, Hammonds had said. University President Drew Faust also wasn’t informed of the additional searches.

Centrica Said to Pick Citigroup for Irish Power Company Bid

Centrica Plc (CNA), the U.K.’s largest household energy supplier, picked Citigroup Inc. (C:US) to advise on a potential bid for the retail unit of Irish state-owned gas company Bord Gais Eireann, three people with knowledge of the matter said.

Goodbody Stockbrokers and law firm Arthur Cox, both based in Dublin, have also been retained by Centrica to help with an offer for the gas and electricity supplier, said the people, who asked not to be identified as the matter is private. Bord Gais set a June 12 deadline for indicative bids for the unit, which may be valued at as much as 1.4 billion euros ($1.8 billion), including debt, two people said on May 24.

The business, Bord Gais Energy, also owns 15 percent of Ireland’s installed wind farms. Officials from Centrica, Citigroup, Arthur Cox and Goodbody Stockbrokers declined to comment on the process.

“The Irish and U.K. energy markets are closely linked so it’s natural for us to be interested in what goes on there,” Windsor, U.K. based Centrica said in an e-mailed response to questions.

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General Counsel

JPMorgan Names Treasury’s Kingsley Mortgage Co-General Counsel

JPMorgan Chase & Co., the biggest U.S. lender, named former U.S. Treasury Department official Darius Kingsley as co-general counsel of mortgage banking.

Kingsley was the agency’s chief of the homeownership preservation office and had been senior counsel for the Office of Financial Stability, the New York-based lender said yesterday in a statement. He will share duties with Denise DesRosiers, who served as deputy general counsel of mortgage banking.

Moves

Senior CFPB Official Joins BuckleySandler in Washington

Former Deputy Assistant Director for the Office of Regulations at the Consumer Financial Protection Bureau Benjamin K. Olson, joined BuckleySandler LLP. He’ll be counsel in the firm’s government enforcement/CFPB practice in Washington.

Olson has regulatory experience at the CFPB, the Board of Governors of the Federal Reserve System, and the Federal Trade Commission. Most recently, he supervised the CFPB’s mortgage and credit card rulemakings, the firm said. During his time at the CFPB, Olson managed more than 40 regulatory attorneys and staff in the Bureau’s Office of Regulations. He oversaw eight Dodd-Frank Act mortgage rulemakings, including the CFPB’s Ability-to-Repay/Qualified Mortgage, Mortgage Servicing and Loan Originator Compensation final rules, according to BuckleySandler.

At his new firm, Olson will handle financial services matters involving consumer protection and government regulation to provide advice to clients on government investigations and enforcement actions.

“Our clients look to us for our experience handling financial services matters at the intersection of consumer protection and government regulation. Ben’s direct experience as a senior lawyer at both the Federal Reserve Board and the CFPB will be of great assistance as we guide our clients through the challenges ahead in this time of heightened regulatory scrutiny,” BuckleySandler chairman and executive partner, Andrew L. Sandler said in a statement.

BuckleySandler has nearly 150 lawyers in Washington, New York, Los Angeles and Orange County.

Video

Lauryn Hill’s Tax Evasion a Battle for Survival: Lawyer

Nathan Hochman, partner at Bingham McCutchen LLP, talks with Bloomberg Law’s Spencer Mazyck about his representation of Grammy-winning singer Lauryn Hill in a federal tax evasion case.

On May 6, 2013, U.S. Magistrate Judge Madeline Arleo sentenced the singer and songwriter to three months in prison followed by three months of home confinement for not filing U.S. tax returns.

Hochman, in this “Rainmakers” episode, also explains why Hill failed to pay taxes on more than $1.8 million earned between 2005 and 2007.

This is a Bloomberg podcast. To download, watch or listen to this report now, 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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Companies Mentioned

  • FNF
    (FNF Group)
    • $28.31 USD
    • 0.04
    • 0.14%
  • VRX
    (Valeant Pharmaceuticals International Inc)
    • $117.3 USD
    • 0.44
    • 0.38%
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