AboveNet, Inc./Zayo Group LLC: Served as legal counsel to AboveNet’s board of directors in connection with the definitive agreement for AboveNet, a provider of high bandwidth connectivity solutions for businesses and carriers, to be acquired for approximately $2.2 billion by Zayo, a privately owned national provider of fiber-based bandwidth infrastructure and network-neutral colocation and interconnection services.
ADTIM, et al.: Represented several parties on various aspects (due diligence, acquisition aspects, financing, project documentation) of the complex concession project to build and operate a high-speed and ultra high-speed telecommunications network in the Drôme and Ardèche regions of France.
American Greetings/Founding Family: Represented Peter J. Solomon Company, financial advisor to the Special Committee of the Board of Directors of card maker American Greetings Corporation, in the $878 million buyout of the company by its founding family and related persons and entities.
AXA Private Equity/HSE24: Represented AXA Private Equity, the leading European diversified private equity firm, in its sale of a majority stake in Home Europe (HSE24), the international TV home shopping group, to media investor Providence Equity Partners.
Bloomberg L.P.: Advised the global provider of business news and financial information services on its acquisition-related transactions with the following organizations:
- Barclays Risk Analytics and Index Solutions: Represented Bloomberg in its acquisition of Barclays Risk Analytics and Index Solutions, a leading provider of benchmark and strategy indices, portfolio analytics, risk and attribution models, and portfolio construction tools.
- Bloomberg Tradebook: Represented Bloomberg in the development and operation of Bloomberg Tradebook LLC, an electronic trading system for equities, BondTrader,an analogous system for government bonds, and other trading systems in the United States and abroad. Also represented Bloomberg in discussions with the European Commission and the Committee of European Securities Regulators concerning implementation of revisions to the Investment Services Directive recently enacted by the European Parliament, and in similar discussions with securities regulators in other major world matters.
- Time Consumer Marketing, Inc.: Negotiated and closed the sale of the subscription liability of Bloomberg Personal Finance magazine to Time Consumer Marketing, Inc.
Comcast Corporation/Time Warner Cable: Represented Comcast, the largest cable operator and home Internet service provider, and fourth largest home telephone service provider, in the U.S., on FCC regulatory aspects of its approximately $45.2 billion proposed merger with Time Warner Cable Inc.
The Feed Room, Inc.: Advised The Feed Room, a provider of web video solutions and technology for corporations, media/publishing organizations and government agencies, in multiple rounds of preferred stock financing.
: Represented Impala group in its €21 million acquisition and restructuring of leading European book printing firm CPI.
Insight Venture Partners/B2B-Center: Advised Insight as lead investor in the consortium investment in B2B-Center, Russia’s leading online procurement platform.
Level 3 Communications, Inc.: Advised this leading international communications and information services provider, with one of the largest internet backbones in the world, in the following acquisitions:
- CenturyLink: Represented Level 3 Communications, Inc. in its merger agreement under which CenturyLink will acquire Level 3 in a cash and stock transaction valued at approximately $34 billion.
- tw telecom: Represented Level 3 in the $7.3 billion cash and stock acquisition of tw telecom, a leading U.S. provider of managed services, including Business Ethernet, converged and IP VPN solutions for enterprises throughout the U.S. and globally.
Loral Space & Communications Inc.: Represented longtime Willkie client Loral Space & Communication in its definitive agreement to sell its wholly owned subsidiary Space Systems/Loral, Loral’s satellite manufacturing unit, to Canada-based MacDonald, Dettwiler and Associates Ltd. for $875 million and cash dividend and other payments that are expected to be in excess of $135 million.
Moore Frères & Company/Opera TV: Represented Moore Frères & Company in its acquisition of Opera TV, the global leader in enabling the TV and media industry's transition to over-the-top (OTT) content.
Scout24 Holding GmbH/Deutsche Telekom AG: Represented one of Europe's leading groups of companies for online marketplaces, Scout24 Holding GmbH, in Deutsche Telekom AG’s $2 billion sale of a 70 percent stake in Scout24 to Hellman & Friedman LLC.
Sprint: Represented Bank of America Merrill Lynch, financial adviser to Sprint’s Special Committee of the Board of Directors, on multibillion-dollar bidding for Sprint Nextel Corp.
Take-Two Interactive Software, Inc.: Represented Take-Two Interactive Software, Inc. in its approximately $203.5 million repurchase of all of the Icahn Group’s stock in the company.
Take-Two Interactive Software Inc./THQ: Represented Take-Two Interactive Software, Inc. in its agreement to take over development and production of World Wrestling Entertainment Inc. video games from bankrupt THQ Inc. Also represented Take-Two Interactive Software Inc. in its acquisitions of the World Wrestling Entertainment Inc. video game franchise and “Evolve” (working title) video game title from THQ Inc. pursuant to a Section 363 of the Bankruptcy Code auction and sale.
Thales Communication, Inc./Visionix: Represented Thales Communication, Inc. in its acquisition of the Helmut Mounted Display (HMD) and motion tracking businesses of Gentex Corporation (combined group known as “Visionix”).
Thales Group/LiveTV: Represented Thales Group in its $400 million acquisition of LiveTV, the leading provider of live in-flight entertainment and connectivity systems for commercial airlines, from JetBlue Airways. With 65,000 employees in 56 countries, Thales is a global technology leader in the aerospace, transportation and defense & security markets.
Time Warner/Central European Media Enterprises (CME): Represented U.S. media group Time Warner Inc. in its investments in CME, a media and entertainment company operating leading businesses in six Central and Eastern European markets, including its equity investments in CME in 2013 and 2012, and in its refinancing deal with CME in 2014.
Tinopolis Group: Represented Tinopolis, a UK-based independent media producer and distributor backed by private equity firm Vitruvian Partners, in its acquisitions of the following companies:
- Magical Elves: Represented Tinopolis in connection with its acquisition of Magical Elves and in a joint venture to create new production company Tollbooth Group.
- Tollbooth Group: Advised Vitruvian Partners and Tinopolis Group in the formation of a joint venture to launch Tollbooth Group, a new television production company.
Turner Broadcasting System/Bleacher Report: Represented Turner Broadcasting System in its acquisition of Bleacher Report, a sports media website.
Turner Broadcasting/Time Warner/iStreamPlanet: Represented Time Warner and Turner Broadcasting, Inc. in Turner Broadcasting’s acquisition of iStreamPlanet.
Unitedglobalcom/Noos: Assisted Unitedglobalcom, an international broadband communications provider of video, voice, and internet access services in its acquisition of the French cable television operator Noos.
Vivendi/SFR/Numericable: Advised on the $23 billion sale of French media titan Vivendi’s telecom unit SFR to cable group Numericable. The bid proposal is supported by Luxembourg investmnent fund Altice.
Warburg Pincus/GlobalSpec, Inc.: Represented Warburg portfolio company GlobalSpec, a provider of digital media solutions designed to connect industrial marketers, in its acquisition by IHS, Inc., a provider of information, decision-support tools and related services, for $135 million.
WebMediaBrands Corporation: Represented WebMediaBrands Corporation (formerly Jupitermedia Corporation) in connection with numerous acquisitions and dispositions, including:
- Represented WebMediaBrands in connection with the sales of Jupiter Research, Search Engine Strategies and ClickZ.
- Represented WebMediaBrands in its acquisitions of Mediabistro, Workbook, Animation Factory, Comstock Images, Creatas/Dynamic Graphics and PictureArts.