Bloomberg News

Squire Patton Boggs’ D.R. IPO: Business of Law

August 27, 2014

(Corrects spelling of Exelon Corp. (EXC:US) in fourth paragraph of White & Case-DLA Piper item. To be sent this column daily, click SALT LAWBIZ)

Squire Patton Boggs LLP, led by Santo Domingo-based corporate partner Awilda Alcantara-Bourdier, represented CCI Puesto de Bolsa, S.A. in securing necessary regulatory approvals for an initial public offering, the first such offering to be approved in the nation, according to a statement issued by the law firm.

CCI Puesto de Bolsa is a securities broker based in Santo Domingo and a longtime client of the firm, according to the statement.

The stock will be offered on the Stock Market of the Dominican Republic.

“We are honored to have had the opportunity to be a part of this historic transaction, which will undoubtedly have a transformative effect on the securities market of the Dominican Republic,” said Alejandro Pena-Prieto, managing partner of the firm’s Santo Domingo office.

The stock issuance, which is expected to take place in the first quarter of 2015, was authorized for as many as 373,734 shares. If all the shares are issued, they would comprise 5 percent equity of the company, according to an e-mailed statement from a Squire Sanders spokeswoman, Andrea Rodeschini. The market value of the IPO has not yet been determined, she said, stating it would be “in the low multi-millions.”

“It is understood that the most significant aspect of this operation is that it will open a new market for local and foreign companies that were interested in issuing stock, but did not want to be the first ones,” Rodeschini said in the e-mail.

Deals

Kirkland, Osler, Munger Advise on Burger King Merger

Burger King Worldwide Inc. (BKW:US) and Tim Hortons Inc. yesterday agreed to form a “new global company” with independent brands to be based in Canada, according to a statement by Burger King.

The agreement will create the world’s third largest quick service restaurant company, with about $23 billion in sales, according to the statement.

Shareholders of Canadian coffee and doughnut chain Tim Hortons will receive a mixture of cash and common share of the new company under two possible formulas offered to them in exchange for their Tim Hortons shares.

Osler, Hoskin & Harcourt LLP’s corporate partner Clay Horner led the merger team, assisted by Douglas Bryce, mergers and acquisitions; Michelle Lally, competition and antitrust; Laurie Barrett, banking; Donald Gilchrist, corporate; Dov Begun, tax; and Douglas Rienzo, pensions.

Kirkland & Ellis LLP was lead counsel for Burger King on the transaction, with a team led by corporate partners Stephen Fraidin, William Sorabella, and David Feirstein. They were assisted by Dean Shulman, tax; Jay Ptashek, debt finance; and Joshua Korff and Michael Kim, capital markets.

Davies Ward Phillips & Vineberg LLP was Canadian counsel to Burger King, and Paul, Weiss, Rifkind, Wharton & Garrison LLP provided tax advice to Burger King.

Berkshire Hathaway Inc. (B:US) has committed $3 billion of preferred equity financing, according to the statement. Berkshire Hathaway is a financing source and will not participate in management or operations, Burger King said in the statement.

Munger Tolles & Olson LLP represented Berkshire Hathaway. Munger Tolles corporate partners Robert E. Denhan and Mary Ann Todd were co-leaders on the matter, with tax advice from partner Stephen D. Rose.

White & Case, DLA Piper Advise on Calpine Purchase

Calpine Corp. (CPN:US) entered into an agreement yesterday to purchase from Exelon Corp. the power plant known as the Fore River Generating Station, located in North Weymouth, Massachusetts, for $530 million, according to a statement by Calpine.

White & Case LLP represented Calpine on the transaction, which “will close later this year,” a law firm spokeswoman, Francine Minadeo said in an e-mailed statement.

The White & Case team was led by mergers and acquisitions partner Michael Shenberg, aided by James Hayden, tax and asset finance; and Henrik Patel, employment and benefits.

DLA Piper LLP represented Exelon, led by corporate partner Andrew Weil, with partner Andrianne Payson, finance and infrastructure finance.

Debevoise Advises on Amazon Purchase of Twitch Interactive

Debevoise & Plimpton LLP is advising Amazon.com Inc. (AMZN:US) on its purchase of Twitch Interactive Inc., according to a statement by Amazon.

Amazon reached an agreement Aug. 25 to acquire Twitch, a live video platform for gamers that started in 2011. The agreement, which has been approved by Twitch’s shareholders, provides that Amazon will acquire all outstanding shares of Twitch for about $970 million in cash, adjusted for options and other items, according to the statement. The purchase is expected to close in the second half of 2014.

Debevoise corporate and merger and acquisition partner William D. Regner led the acquisition team, aided by partners Michael Bolotin, tax; Lawrence K. Cagney, executive compensation and benefits; and Jeffrey P. Cunard, corporate and intellectual property. Partners Gary W. Kubek and counsel Kyra K. Bromley advised on antitrust.

Twitch Interactive is represented on the merger by Latham & Watkins LLP. The team is led by corporate partners Luke Bergstrom and Kathleen Wells and counsel Evan Smith. Assisting them are partner J.D. Marple, intellectual property; partners Joshua Holian and Karen Silverman, antitrust; partner Jay Metz, employee benefits and compensation; and partners Kirt Switzer and Grace Chen, tax.

Lateral Moves

Manatt Phelps Hires Three Litigators for its Washington Office

Manatt, Phelps & Phillips, LLP has added Benjamin G. Chew as a partner in its litigation practice, resident in the Washington office of the firm, it said in a statement.

Chew is joined by partner Nigel Wilkinson and associate Joshua Drian. The trio previously practiced at Pillsbury Winthrop Shaw Pittman LLP. Prior to joining Pillsbury, Chew headed up the commercial litigation and antitrust group for 20 years at Patton Boggs LLP, as the firm was known prior to its merger with Squire Sanders.

“Ben is an exceptional trial lawyer,” said Matt Kanny, chairman of Manatt’s litigation division. “With an impressive record of successful outcomes, clients rely on him for superior counsel. His high-profile wins, together with his past leadership experience and dedication to exceptional client service, make him, Nigel and Josh exciting additions to our national team.”

Wilkinson counsels clients on litigation, arbitration, mediation, bankruptcy and agency related matters.

To contact the reporter on this story: Carla Main in New York at cmain2@bloomberg.net

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


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Companies Mentioned

  • EXC
    (Exelon Corp)
    • $33.82 USD
    • 0.59
    • 1.74%
  • BKW
    (Burger King Worldwide Inc)
    • $31.08 USD
    • 0.10
    • 0.32%
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