Skadden, Arps, Slate, Meagher & Flom LLP has scored another deal for Coca-Cola Co.
The law firm is advising Atlanta-based Coke on its $2.4 billion deal for China Huiyuan Juice Group Ltd., its largest-ever foreign acquisition, announced Sept. 3. The deal is Skadden's fourth for Coke. Previously, the firm advised Coca-Cola on its acquisition of Fuze Beverages LLC from Castanea Partners Inc.; its $4.1 billion purchase of Vitamin Water maker Energy Brands Inc., better known as Glaceau; and in its deal to take a 40% stake in iced-tea maker Honest Tea Inc.
Skadden's relationship partner for Coke is Martha McGarry, a veteran of the firm in New York with a Rolodex of blue-chip clients, including Citigroup Inc., CIT Group Inc. and American Express Co. She clinched the Coke relationship in 2002, when a former client of Skadden's introduced her to Deval Patrick, who had joined Coca-Cola as general counsel in 2001. (Patrick is now the governor of Massachusetts.) Sources say the timing was perfect, since Patrick was keen on bringing on a legal adviser with transactional experience to complement King & Spalding LLP, its outside counsel for over 50 years.
Skadden's early assignments for Coca-Cola included Sarbanes-Oxley work and seeking potential acquisitions. The work increased when Patrick resigned in 2006 and introduced Skadden to his replacement, Geoffrey Kelly.
In the latest deal, McGarry worked with a cross-border Skadden team including partners Gregory Miao in Shanghai and Nicholas Norris, the co-head of corporate law in Hong Kong. Miao, a native Shanghainese, was educated in the U.S. and Shanghai and brings China connections. Norris, a native Brit, is an expert in Hong Kong tender offer rules, which apply to the China Huiyuan deal.
Sources close to the deal say that McGarry pitched Coke's Kelly and Peter Turcotte, the chief transactions counsel, on Skadden's China team after she got wind that the client was looking into a China acquisition. Coke's lead internal legal counsel was Bernhard Goepelt, who is in charge of the Pacific region, and Yeuh Fang Lee, who heads the company's China legal practice.
Coca-Cola does not have a regular outside financial adviser and did not use a banker in the Glacéau deal. However, the company hired ABN Amro Asia Corporate Finance Ltd., part of Royal Bank of Scotland Group plc, for financial advice on the China deal at the recommendation of Coca-Cola's Paul Etchells, deputy group president of the company's Pacific Group.
ABN Amro's Richard Orders in Hong Kong took the lead in advising Coca-Cola. For legal advice, Beijing-based China Huiyuan turned to magic circle law firm Freshfields Bruckhaus Deringer LLP's Robert Ashworth, who led the deal from Hong Kong. The seller used Goldman, Sachs & Co.'s Johan Leven, a managing director also based in Hong Kong.