Mergers and Acquisitions – Representation of AmTrust Financial Special Committee in evaluating a proposed going-private transaction by Stone Point Capital, the CEO and the Karfunkel Family; Assurant, Inc. in its $2.5 billion pending acquisition of The Warranty Group; Alleghany Corporation in the sale of Pacific Compensation Insurance Company to CopperPoint Mutual Insurance Company; Allstate in its $1.43 billion acquisition of SquareTrade; Level 3 Communications in its $34 billion sale to CenturyLink; MetLife in the sale of its national distribution sales force; Level 3 Communications in its $7.3 billion acquisition of tw telecom; Men’s Wearhouse in its rejection of the $2.3 billion unsolicited buyout bid from Jos. A Bank Clothiers, Inc. and in its subsequent $1.8 billion acquisition of Jos. A. Bank (and earlier buyout bids of approximately $1.6 billion and $1.78 billion); Homesite Group, Inc. in its sale to American Family Insurance; Men’s Wearhouse in its acquisition of Joseph Abboud and disposition of K&G Men’s Company; the Special Committee of the Board of Directors of Taro Pharmaceutical Industries Ltd. in connection with Taro’s proposed buyout by Sun Pharmaceutical Industries Ltd.; Level 3 Communications in its acquisitions of Global Crossing Limited and Broadwing Corporation; Cowen Group in its acquisition of LaBranche & Co., and pending acquisitions of Concept Capital Markets and Conifer Securities, LLC, and Ramius LLC in its business combination with Cowen Group, Inc.; MJC Associates in its sale to Evercore Partners; Atlas Holdings in its acquisition of Weyerhaeuser Co.’s Trus Joist commercial division and Atlas Holding and Blue Wolf Capital in their acquisition of Finch Paper and the simultaneous partial disposition of woodlands to The Nature Conservancy and hydrofacilities to Brookfield Power; Integra LifeSciences Corporation in its acquisition of IsoTis, Inc.; Scientific Games, Inc. in its acquisition of Oberthur Gaming; Macklowe Property in connection with its bid to acquire Reckson Associates Realty Corp.; Oriole Partnership (comprised of Essex Property Trust, UBS Wealth Management and AEW) in connection with its bid to acquire The Town and Country Trust; Eon Labs, Inc. in its sale to Novartis AG in connection with the Hexal AG merger; Simon Property Group in its bid to acquire Taubman Centers, Inc.; and Peter Kiewit Sons’, Inc. in its spin-off of Kiewit Materials Company.
Capital Markets – Laura has represented: Level 3 Communications, Inc. in offerings of senior notes, convertible notes and common stock; Cowen Group, Inc. in an offering of its common stock; Goldman Sachs, Lehman Brothers, and Merrill Lynch & Co. in connection with the initial public offering and secondary offerings of Brookdale Senior Living, Inc.; Ventas, Inc. in offerings of senior notes, convertible notes and common stock; Eon Labs, Inc. in connection with its initial public offering and follow-on offerings; Deutsche Bank Securities in follow-on equity offerings of Coeur D'Alene Mines Corporation and Inspire Pharmaceuticals, Inc. and various senior debt offerings by Lennar Corporation.
Financial Advisor Representations – Laura has represented: Morgan Stanley in connection with Fortress Investment Group’s $3.3 billion acquisition by SoftBank Group; Goldman, Sachs in connection with the pending acquisition of Silver Bay Realty Trust Corp. by Tricon Capital; Bank of America Merrill Lynch in connection with the acquisition by Berkshire Hathaway and 3G Capital of H.J. Heinz Company, UnitedHealth Group’s merger with Amil Participações S.A., Gilead Sciences, Inc.’s acquisition of CV Therapeutics, Inc. and Boston Scientific’s acquisition of Guidant, Inc.; Centerview Partners in connection with Salix Pharmaceuticals’ sale to Valeant Pharmaceuticals and Ventas, Inc.’s acquisition of Nationwide Health Properties, Inc.; Credit Suisse in Novartis AG’s acquisition of Alcon, Inc.; and Deutsche Börse’s proposed acquisition of NYSE Euronext; Peter J. Solomon Company in connection with the management buyout of American Greetings Corporation, Cost Plus Inc.’s acquisition by Bed Bath & Beyond Inc., Phillips-Van Heusen Corporation’s acquisition of Tommy Hilfiger B.V., Walgreen Co.’s acquisition of Duane Reade Holdings Inc., Tween Brands, Inc.’s merger with Dress Barn, Inc., and The J.Jill Group’s sale to Talbot’s Inc.; Citigroup in connection with Stryker Corporation’s pending acquisition of MAKO Corp.; and Credit Suisse Securities in connection with Montpelier Re Holdings’ pending sale to Endurance Specialty Holdings Ltd.
Private Equity – Laura has represented DLJ Merchant Banking Partners in its investment (as lead investor) in Landis+Gyr Holdings AG; Warburg Pincus LLC in connection with numerous investments and dispositions, including ev3 LLC, Artesia Technologies, DirectAdvice, Martquest and Booknet Limited; Ospraie Advisors in its investments in Water Standard (CI) LP and Winergy LLC; The FeedRoom, Inc. in multiple rounds of financing; Connectmed.com in multiple rounds of financing; and Senior Whole Health in a recapitalization and financing.