Two $7 billion mergers were announced in the copper and utility sectors as resources remain hot commodities in the deal world.
The bolder of the two was Barrick Gold Corp.'s C$7.3 billion ($7.7 billion) purchase of copper miner Equinox Minerals Ltd., which, at C$8.15 per share, was higher than Chinese trader Minmetals Resources Ltd.'s C$7 per share offer, which Minmetals abandoned.
Morgan Stanley's Steve Munger and David Hammond and RBC Capital Markets' R. Jamie Anderson, Gary Sugar and Antonio Galante are providing financial advice to Toronto-based Barrick. Hammond worked on the spinoff of Barrick's African assets in February.
Barrick's legal advisers included Ogilvy Renault LLP's Terence Dobbin, Sullivan & Cromwell LLP's James Morphy, George Sampas, Donald Crawshaw, John Estes, Inosi Nyatta, Ronald Creamer Jr. and Eric Queen and Australian counsel Clayton Utz's John Elliott (Equinox has corporate offices in Australia and Canada).
Equinox is using some of the same team it tapped in February for its $4.9 billion unsolicited offer for Lundin Mining Corp., which it is now forsaking. That team includes Goldman, Sachs & Co.'s Ross King, Alastair Hunt and Luke Gordon; TD Securities' Michael Faralla and Gordon Goldthorpe; and Osler, Hoskin & Harcourt LLP's Clay Horner. CIBC World Markets Inc.'s Paul Spafford and Jason Menard are also working for Equinox.
Also announcing a big merger is Chicago power giant Exelon Corp., which returned to the deal trough after its three previous attempts faltered. It agreed to buy Constellation Energy Group Inc. of Baltimore for $7.9 billion. If the deal is successful, Exelon CEO John Rowe will retire, handing the reins to his No. 2, Christopher Crane, with Constellation CEO Mayo Shattuck III becoming chairman.
Advising Exelon are Barclays Capital's John Lange, Peter Ying, James Penrose and Jay Hawthorn; J.P. Morgan's Paul Dabbar and Jeffrey Yingling; and Evercore Partners Inc.'s Roger Altman, Jane Sadowsky, Fen Yee Teh, Fausto Borotto, John Day, Matt Neitzke and James Grotke. Chicago firm Loop Capital Markets LLC, which worked on Exelon's failed $7.7 billion bid for NRG Energy Inc. in 2009 along with Barclays, pitched in as well, with a team including James Reynolds Jr., Sidney Dillard, Marlon Smith, Bimbola Adisa, Eric Lane, Lisa Wright, Booker Whitt, Sixu Hu and Corinne Charity.
Barclays' Lange has worked on two utility deals in this latest consolidation wave: Progress Energy Inc. on its $13.7 billion buyout by Duke Energy Corp. in January and Northeast Utilities Service Co. on its $4.3 billion purchase of Nstar last fall, along with Ying and Penrose. Ying also worked on Exelon's purchase of the wind farm operations of Deere & Co. last summer for $900 million.
Skadden, Arps, Slate, Meagher & Flom LLP gave Exelon legal advice, and its team included Charles Mulaney Jr., Clifford "Mike" Naeve, Steven Sunshine, Brian Duwe, Joseph Yaffe and Louis Freeman. Skadden worked on Exelon's 2004 attempt to buy Public Service Enterprise Group Inc., which was thwarted by New Jersey regulators. The law firm had been excluded from Exelon's hostile bid for NRG, as it had represented Calpine Corp. on its rejection of NRG's $9.6 billion offer.
In Constellation's corner were Morgan Stanley's Jeffrey Holzschuh, D. Craig Edgar and Dan More; Goldman, Sachs & Co.'s Tim Kingston, Stephan Feldgoise and Jeff Pollard; and Credit Suisse Securities (USA) LLC's James Welch.
In addition to working on FirstEnergy Corp.-Allegheny Energy Inc. and RRI Energy Inc.-Mirant Corp., Holzschuh advised on Exelon's and Constellation's past failed deals, including NRG on its resistance to Exelon; Constellation when it tried to merge with MidAmerican Energy Holdings Co.; and PSEG on its failed attempt to be bought by Exelon.
Holzschuh and More advised Constellation on its failed purchase by FPL Group Inc. in 2006.
Kirkland & Ellis LLP gave Constellation legal advice. Its team included George Stamas, William Sorabella, Mark Director, Iskender Catto, Mitchell Hertz, Elaine Walsh and Mark Kovner. Stamas, a Baltimore native, was a banker at Deutsche Bank Alex. Brown from 1999 to 2001 when Constellation CEO Shattuck headed the investment bank.
Stamas, with Sorabella, Director and Hertz, worked on Constellation's nukes deal with Electricité de France SA, and Stamas and Director counseled on the failed FPL-Constellation deal. -- Claire Poole with David Marcus
Johnson & Johnson turned to an old friend for advice on its largest-ever acquisition, a $21.3 billion buyout of medical devices maker Synthes Inc., announced April 27. Robert Townsend III and Damien Zoubek led a team from Cravath, Swaine & Moore LLP representing J&J. Townsend has played a role in almost all of J&J's big deals since 1999, when the New Brunswick, N.J.-based company acquired Centocor Inc. for $4.9 billion. He also worked on J&J's $16.6 billion acquisition of Pfizer Inc.'s over-the-counter business in 2006, and its acquisition of most of Crucell NV in 2010 for $2.3 billion.
Steven Newborn of Weil, Gotshal & Manges LLP has been J&J's U.S. antitrust counsel since he left the Federal Trade Commission in 1994. J&J is also using Linklaters LLP for European Union competition matters, Stikeman Elliott LLP for Canadian competition matters and Pestalozzi Attorneys at Law Ltd. for advice on Swiss law.
Synthes for legal help tapped Creighton Condon and Christa D'Alimonte from Shearman & Sterling LLP. Condon worked on two acquisitions by Synthes: its 2007 purchase of N Spine Inc. for $150 million and its 2003 buyout of Spine Solutions Inc. for $350 million.
Freshfields Bruckhaus Deringer LLP is EU competition counsel for Synthes, with Zurich's Homburger AG on Swiss issues.
A Goldman, Sachs & Co. team with Peter van der Goes, John Powers, Ken Hitchner and Andrew Rymer provided financial advice to J&J. Synthes, of West Chester, Pa., received financial advice from Credit Suisse Group's Boon Sim. -- David Holley and D.M.
David Fox of Kirkland & Ellis LLP is representing Teva Pharmaceutical Industries Ltd. on its $6.8 billion acquisition of Cephalon Inc. thanks to some law firm cross-marketing. Teva had used Willkie Farr & Gallagher LLP as corporate counsel since the late 1980s and has been using the firm for big purchases since 2003.
But Kirkland does litigation work for Teva, and when Fox joined Kirkland from Skadden, Arps, Slate, Meagher & Flom LLP two years ago, his new partners introduced him to Teva, which tapped him last year on its $5 billion purchase of RatioPharm GmbH.
Teva used Scott Lindsay and Tom Davidson of Credit Suisse Securities (USA) LLC for banking advice. The company hired Goldman, Sachs & Co. on the RatioPharm purchase, but Goldman advised Valeant Pharmaceuticals International Inc. on its hostile bid for Cephalon, which Teva topped.
Cephalon used Eileen Nugent and Neil Stronski at Skadden, Arps, Slate, Meagher & Flom LLP for counsel in selling to Teva. On the banking side, the Frazer, Pa., biotech tapped Pete Meyers, Andrew Callaway, David Levin and Jim Stynes of Deutsche Bank Securities Inc. and Ivan Farman, Steve Baronoff and Albert Hwang of Bank of America Merrill Lynch.
Skadden and Deutsche advised Cephalon on its February 2010 agreement to buy Swiss drugmaker Mepha Holding AG for about $590 million and on a December licensing agreement with Australia's Mesoblast Ltd. Cephalon hired Brunswick Group LLP's Steve Lipin and Jennifer Lowney for public relations advice. -- D.M.
CenturyLink Inc.'s $3.2 billion acquisition of cloud computing and data center company Savvis Inc., announced April 27, comes just a month after CenturyLink closed the $22.4 billion acquisition of Qwest Communications International Inc., which followed the $11.6 billion purchase of Embarq Corp. CenturyLink has used many of the same advisers for the three acquisitions.
For Savvis, the Monroe, La., telecom retained Barclays Capital bankers Gordon Kroft, Barry Boniface, Joseph Valenti, Ranjot Singh, as well as Chris Cormier and Ben Braun from Bank of America Merrill Lynch. Barclays advised CenturyLink on the Qwest and Embarq purchases.
The bank's legacy team from Lehman Brothers Inc. has long ties to the telecom, which went by the name CenturyTel before the Qwest deal. Lehman advised the carrier in the $1.65 billion sale of its wireless business to Alltel Corp. in 2002, among others.
Merrill Lynch & Co. was on the opposite side of the Alltel-CenturyTel talks. CenturyTel retained Merrill when it acquired Madison River Communications Corp. for $830 million in 2007.
The carrier tapped Wachtell, Lipton, Rosen & Katz and Jones, Walker, Waechter, Poitevent, Carrère & Denègre LLP for legal advice; both firms were on Embarq and Qwest.
CenturyTel and Wachtell headed negotiations of merger terms, while longtime outside counsel Jones Walker led due diligence and disclosure.
The Wachtell team includes Eric Robinson, Ilene Knable Gotts, Michael Segal, William Savitt, Eric Rosof, Jodi Schwartz, Victor Goldfeld and John Robinson. Wachtell has worked with CenturyTel since the early 1990s, when it defended it in litigation brought by shareholder Mario Gabelli. Ken Najder and J. Marshall Page III led the team from Jones Walker.
Adam Shepard and Thomas Whayne of Morgan Stanley advised the target. Larry Sonsini and Robert Sanchez of Wilson Sonsini Goodrich & Rosati PC were counsel. -- Chris Nolter