When Valeant Pharmaceuticals International Inc. went hostile with its $5.7 billion bid for smaller rival Cephalon Inc. on March 29, its go-to law firm, Skadden, Arps, Slate, Meagher & Flom LLP, was already providing legal advice to the target. So recalling the work that Alison Ressler of Sullivan & Cromwell LLP did for the special committee of Canadian biotech Biovail Corp. when it merged with Valeant last year, Valeant tapped Ressler and her colleague Keith Pagnani for legal advice.

For financial advice, Valeant is using Robert King, Tosa Ogbomo, Dusty Philip and Doretta Mistras of Goldman, Sachs & Co. Robert Steininger and Jeff Warren of Goldman are working on the acquisition financing side. Steininger advised on a financing for Valeant in June 2009, when he was at UBS. A month later, he moved to Jefferies & Co. and did another financing for Valeant in May.

Goldman's prior work for Valeant includes advising on its 2008 purchase of Dow Pharmaceutical Sciences Inc. for $285 million, and on financings in 2009 and 2010. Cleary Gottlieb Steen & Hamilton LLP's Ethan Klingsberg, Benet O'Reilly and Michael Komenda are providing legal counsel on the Cephalon bid as well as advice on a consent solicitation to replace Cephalon's current board of directors related to the offer.

Skadden's Eileen Nugent and Neil Stronski are providing legal counsel to Cephalon. For financial advice, Cephalon tapped Deutsche Bank Securities Inc., which has a long-standing relationship with the Frazer, Pa., biotech. This time Pete Meyers, Andrew Callaway, David Levin and Jim Stynes are providing guidance.

Cephalon worked with the same team in its February 2010 agreement to acquire Swiss drugmaker Mepha Holding AG for about $590 million, and in a December licensing agreement with Australian biotech Mesoblast Ltd. worth up to $1.8 billion if milestones are met. Deutsche also worked with Cephalon on its 2005 acquisition of Salmedix Inc. for about $160 million cash.

Cephalon has hired Brunswick Group LLP's Steve Lipin and Jennifer Lowney for public relations advice, while Valeant tapped Sard Verbinnen & Co.'s Renée Soto and Cassandra Bujarski. -- Sara Behunek

Move over, Skadden, Arps, Slate, Meagher & Flom LLP. For years, the law firm has represented the Nasdaq stock exchange on some of its highest-profile deal assignments. In making its joint bid with IntercontinentalExchange Inc. for NYSE Euronext, unveiled April 1, Nasdaq OMX Group Inc. tapped Shearman & Sterling LLP.

Working on the bid for Shearman are John Marzulli, Stephen Besen, Robert Katz, Wayne Dale Collins, Russell Sacks and Laurence Bambino. Marzulli, along with Shearman of counsel Robert Mundheim, has previously done work for Nasdaq. But for legal advice on its biggest deals, Nasdaq has more often turned to Skadden, which represented the exchange on its failed 2006 bid for London Stock Exchange Group plc; the 2007 merger with OMX; its $1.9 billion purchase of Instinet Group Inc. in 2005; and its initial public offering the same year. Skadden's Eric Friedman, the firm's executive partner since 2009, played a key role on several of those deals.

For financial advice, Nasdaq has used a range of banks over the years. For the NYSE bid, it tapped David Adler at Bank of America Merrill Lynch and an Evercore Partners Inc. team led by Roger Altman and senior managing director Jane Gladstone.

ICE turned to H. Rodgin Cohen and John Evangelakos of Sullivan & Cromwell LLP, the company's regular outside counsel. S&C partners David Harms, David Gilberg and Catherine Clarkin represented ICE on its 2005 IPO. Evangelakos represented the exchange on the $1 billion cash-and-stock acquisition of the New York Board of Trade Inc. in 2006, on its failed bid for CBOT Holdings Inc. the next year and on its $625 million purchase of Creditex Group Inc. in 2008.

For banking advice on the NYSE bid, Intercontinental is using Lazard's Gary Parr, David Descoteaux and Arthur Bruhmuller; BMO Capital Markets Corp.; and Gerard von Dohlen and Greg Phillips of Broadhaven Capital Partners LLC, a financial technology boutique that was founded in 2009. Von Dohlen had been a managing director at Goldman, Sachs & Co. and headed the bank's investment banking effort in the exchange, brokerage and trading sector. Phillips was an M&A banker at UBS and Wasserstein, Perella & Co. Goldman and Morgan Stanley were the lead bookrunners on ICE's IPO, but the company has used a variety of banks over the years.

Deutsche Börse AG, which announced its deal for NYSE Euronext on Feb. 9, is taking financial advice from Deutsche Bank AG and J.P. Morgan Securities LLC. A Linklaters LLP team of Ralph Wollburg, Nikolaos Paschos, Scott Sonnenblick and Staffan Illert is providing legal counsel.

NYSE Euronext is being advised by BNP Paribas SA and Perella Weinberg Partners LP's Andrew Bednar. It is taking legal counsel from Wachtell, Lipton, Rosen & Katz's David Karp and David Lam; Milbank, Tweed, Hadley & McCloy LLP's Norbert Rieger and Christoph Rothenfusser; and Cleary Gottlieb Steen & Hamilton LLP's Nicholas Levy, Brian Byrne and Christopher Cook. Stibbe NV's Jaap Willeumier is part of the legal team. -- David Marcus

Take a Nasdaq-listed, Singapore-incorporated target already locked into a deal. Add an unsolicited Japanese bidder. Then throw in a magnitude-9 earthquake.

Those were the ingredients of Advantest Corp.'s $1.1 billion agreement to buy semiconductor testing equipment peer Verigy Ltd., announced March 28. Even before the catastrophic events of March 11, the transaction was never going to be easy.

In early November Verigy agreed to buy LTX-Credence Corp. of Milpitas, Calif., for $438 million in stock. Over the Thanksgiving weekend, Tokyo-based Advantest made its first takeover proposal for Verigy, but the LTX deal "restricted Verigy's ability to engage with us and restricted our ability, too," says Skadden, Arps, Slate & Meagher & Flom LLP partner Amr Razzak, who advised Advantest. "We also had a U.S.-listed Singapore target and a Japanese bidder, so the complications together created a tightrope."

Limited discussions began in early December and intensified after Advantest increased its offer before Christmas. During the talks, Advantest filed for early U.S. antitrust approval. But Verigy still needed reassurance a deal could clear regulators.

Then came the earthquake. Razzak, who is based in Palo Alto, Calif., was calling his partners in Tokyo at the time. "What was striking to me listening on the phone was how long it was going on and how loud it was," he says. The deal, however, continued almost seamlessly. "There were periods when there wasn't Internet access. There were also rolling blackouts, but for us, watching from here, it was just remarkable," says Razzak. "The deal really didn't miss a beat." In fact, it cleared a major obstacle when LTX agreed to terminate its agreement with Verigy rather than force a shareholder vote on the transaction.

Razzak's Palo Alto colleagues on the deal include Kenton King, a fluent Japanese speaker, and Alec Chang, who is handling U.S. antitrust issues. Tokyo partners are Nobuhisa Ishizuka and Mitsuhiro Kamiya, while Hiroshi Sarumida is New York-based counsel. Frederic Depoortere in Brussels is handling global antitrust issues as the transaction also faces reviews in Taiwan and South Korea. A Stamford Law Corp. team of Lee Suet Fern, Elizabeth Kong and Ng Joo Khin is Advantest's Singapore counsel.

GCA Savvian Advisors LLC's Geoff Baldwin, Hisako Takada, Shin Murai and Chris Gough advised Advantest. Morgan Stanley is adviser to Verigy. A Wilson Sonsini Goodrich & Rosati PC team including Larry Sonsini and Mike Ringler were Verigy's U.S. lawyers. Allen & Gledhill LLP is Singapore counsel. --Laura Board

It's always with mixed emotions that a longtime adviser helps to sell his or her client. For Latham & Watkins LLP, the firm's work providing counsel to National Semiconductor Corp. in its $6.5 billion sale to Texas Instruments Inc. will lead to the end of a relationship that stretches back some 30 years.

Latham's Barry Bryer, the lead M&A partner on the deal, came to the firm in early 2005, but had a long relationship of his own with National Semiconductor. His previous employer, Wachtell, Lipton, Rosen & Katz, in 1995 won a beauty contest to advise National Semi, and Bryer slid into the role of the chipmaker's chief outside counsel on large-scale M&A and corporate governance matters (he currently chairs Latham's U.S. takeover defense group).

The New York-based lawyer counseled his client on the $550 million spinoff in 1997 of Fairchild Semiconductor International Inc., which National had acquired a decade earlier, and also advised the company in its acquisition of microprocessor designer Cyrix Corp. that year.

Once at Latham, Bryer teamed up with Ora Fisher, the Silicon Valley-based Latham partner who had been outside Securities and Exchange Commission counsel for National Semi. "When we put together what she was doing and what I was doing, we had all the layers covered," Bryer says.

Joining Bryer and Fisher on the deal, among others, were New York partner David Kurzweil, Silicon Valley corporate counsel Karen Eberle, San Francisco antitrust partners Daniel Wall and Hanno Kaiser, and Brussels partner Susanne Zuehlke.

For financial advice, National Semiconductor tapped Qatalyst Partners LP, the San Francisco technology advisory boutique founded by Frank Quattrone. The deal team was led by George Boutros, who joined the firm last year from Credit Suisse Group. Qatalyst's Jason DiLullo, who jumped ship from Credit Suisse with Boutros, worked on the deal too, as did Quattrone.

Texas Instruments was advised by its longtime bankers, Morgan Stanley's Michael Boublik and Robert Eatroff. The Morgan duo worked on TI's $7.6 billion deal for Burr-Brown Corp. in 2000 -- the largest purchase ever of an analog chip company and one of the biggest deals the semiconductor industry has seen. Boublik and Eatroff also advised TI on the 2006 sale of its sensors and controls component business to Bain Capital LLC.

TI's outside legal counsel, Jones Day, worked on the 2006 divestiture too. The firm's partners on the National Semi deal include M&A lawyers Mark Goglia, R. Scott Cohen and Christopher Hewitt, as well as antitrust lawyers Joe Sims, Kathryn Fenton, Geoffrey Oliver, Bernard Amory, Tom Smith and Serge Clerckx. -- Olaf de Senerpont Domis

For prominent Silicon Valley deal lawyers Keith Flaum, Rick Climan and Eric Reifschneider of Dewey & LeBoeuf LLP, a long relationship with San Jose, Calif.-based eBay Inc. resulted in its mandate, unveiled March 28, to advise the company on its $2.4 billion agreement to buy GSI Commerce Inc., an e-commerce and interactive marketing services provider.

Their relationship with eBay goes back to 1999, when they represented the company in its $260 million purchase of auction house Butterfield & Butterfield. Back then, the lawyers led the tech practice for Cooley Godward Kronish LLP. While there they represented eBay in most of its high-profile deals, including the $2.6 billion purchase of Internet calling service Skype Technologies SA in 2005.

Flaum, Climan and Reifschneider jumped ship from Cooley to Dewey & LeBoeuf in July 2009 and took their eBay relationship with them. Within weeks of the defection, the team handled eBay's sale of a controlling interest in Skype to an investor group for $2.75 billion.

Working alongside the trio on the GSI deal were M&A partner Jane Ross, corporate partner David Smith, technology transactions partner Robert Finkel and counsel Spencer Wood, among others.

EBay's bankers on GSI were Goldman, Sachs & Co.'s George Lee, Sam Britton and Ervin Tu. New York advisory firm Peter J. Solomon Co. was involved as well, with a team including president Kenneth Berliner, managing director Richard Brail, senior adviser Frederic Seegal and associate director Juan Mejia.

GSI retained a Morgan, Lewis & Bockius LLP team led by corporate partner Richard Aldridge. Others from the firm included Justin Chairman, Howard Kenny, Robert Gooding, Harry Robins, Amy Kelly, Paul Gordon, Louis Beardell, Ron Dreben and Kenneth Davis. Also providing legal advice for the target was a team led by Davis Polk & Wardwell LLP's Daniel Kelly that included Julia Cowles, Dennis Glazer and Rachel Kleinberg.

Financial advice for GSI came from Morgan Stanley's Thomas Wayne and Ira Cohen. The bank retained Weil, Gotshal and Manges LLP's Michael Aiello and Katherine Krause for legal counsel. -- O.d.S.D.