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— Movers and Shakers —
The list of advisers who worked on Merrill Lynch & Co.'s rapid fire sale to Bank of America Corp. includes a lot of dealmaking's usual suspects: Wachtell, Lipton, Rosen & Katz; Shearman & Sterling LLP; Cravath, Swaine & Moore LLP; Merrill Lynch itself. And let's not forget Fox-Pitt Kelton Cochran Caronia Waller. Fox-Pitt Kelton who? Fox-Pitt Kelton Cochran Caronia Waller was formed last year when Chicago-based Cochran Caronia Waller merged with a larger peer, London-based Fox-Pitt Kelton, with a eye on creating a global specialist in financial services investment banking. John Waller, the firm's president, says its mandate to advise Bank of America on its landmark Merrill deal is an affirmation of that goal. "Our ability to serve BofA was tied to our understanding of the mortgage sector and the financial-guarantee sector," Waller says.
It was also tied to the firm's DNA. Fox-Pitt is owned by JC Flowers & Co. LLC, the private equity firm founded by J. Christopher Flowers, the former head of financial institutions M&A at Goldman, Sachs & Co. Chris Flowers is a partial owner of the boutique and also advised BofA on the Merrill deal. Flowers is not normally involved in day-to-day operations at Fox-Pitt, but Waller calls him "a wonderful person to have as a partner" and "extremely helpful." Waller worked on the BofA mandate with John Roddy, who joined Fox-Pitt from Citigroup Inc. in July to head its North American depository institutions advisory business. Waller focused on overall market issues and market dynamics, while Roddy concentrated on valuation and pro forma impact of the deal. "You had the sense that this was historic, but you needed to stay focused," says Waller about the marathon weekend of dealmaking. "None of us knew where it would end up. We just knew we would be in a dramatically different place." Waller, 44, founded Cochran Caronia Waller in 1995, along with co-chairmen George Cochran and Leonard Caronia. The trio had built an investment banking operation within Coopers & Lybrand but balked at the limitations of being housed in an accounting firm, such as not being able to offer initial public offerings and the restrictions on what kind of work they could do for audit clients. So they formed their own boutique, with a focus on the insurance industry. Other recent transactions for the firm include Japanese insurer Tokio Marine Holdings Inc.'s $4.7 billion cash deal to buy U.S. property and casualty insurer Philadelphia Consolidated Holding Corp. and Doctors Co.'s $281 million acquisition of SCPIE Holdings Inc. Both companies are major healthcare liability insurance providers. As for the $50 billion marriage of BofA and Merrill, though dramatic and historic, Waller says the process didn't have some of the ups and downs of other deals, since it came together so quickly. But that doesn't mean it didn't send shock waves through the market. "I think it's going to be very dynamic times," says Waller. Indeed. |
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