Mergers and Acquisitions

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In recent years, we have handled 500 completed mergers and acquisitions, with an aggregate value of more than $500 billion.

We represent Global 100 companies, private equity firms and investment banks as well as venture-backed companies in public and private transactions worldwide, including public acquisitions and divestitures, “going private” transactions, proxy contests and unsolicited bids, spin-offs, acquisitions and divestitures of venture-backed and other private companies, private equity transactions, joint ventures, cross-border acquisitions, divestitures, and post-merger integration.

Covington’s approach to M&A combines our corporate expertise with our deep understanding of regulated industries and our commercial approach. This combination enables our clients to structure their transactions most advantageously and with a view towards meeting their legal and business objectives.

Our M&A experience covers a range of industry sectors, in particular life sciences and healthcare, sports, financial institutions, energy (including clean tech and renewable energy), aerospace, defense and national security, industrials, hospitality and leisure, media, Internet, telecommunications, and technology.

Each client has access to Covington’s full resources, including industry expertise and substantive due diligence areas such as intellectual property, antitrust, environmental, employee benefits, and tax with lawyers experienced in M&A processes and time demands.

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Illumina in $1.2 Billion Deal with Pacific Biosciences

Represented Illumina, Inc. in its announced $1.2 billion acquisition of Pacific Biosciences and its novel Single Molecule, Real Time (SMRT®) technology, which provides high accuracy, ultra-long reads for full genome sequencing. The acquisition complements Illumina sequencing solutions with accurate long read sequencing capabilities to answer a set of complex genomic questions.

KKR and Texas Pacific Group Acquisition of TXU Corp.

KKR and Texas Pacific Group in securing the necessary FERC and NRC approvals for the successful acquisition of TXU Corp. for $45 billion, the largest leveraged buyout in history. The acquisition of TXU included its large fleet of generation assets in Texas as well as transmission and distribution facilities. We also provided counsel on energy regulatory, climate change, government affairs, and public policy matters. The acquired company is now Energy Future Holdings.

Acquisition of A123 Systems by Wanxiang America

Advised Wanxiang America’s purchase of substantially all of the non-government business assets of U.S. battery maker A123 Systems, Inc. On Jan. 28, 2013, CFIUS approved that transaction, valued at $256.6 million. Covington represented Wanxiang America in securing CFIUS approval. A123 makes lithium ion batteries for electric cars.

Charlesbank in Acquisition of OTC Consumer Products Brands

Represented Charlesbank Capital Partners in the formation of Blacksmith Brands and its acquisition of five OTC consumer products brands, Efferdent, Effergrip, Luden’s, Nasalcrom and PediaCare, from McNEIL-PPC and subsequent $190 million sale of Blacksmith Brands to Prestige Brands Holdings, Inc.

BBVA in Acquisition of Simple

Representation of Banco Bilbao Vizcaya Argentaria, an international financial group based in Spain, in its acquisition of financial technology company Simple. The $117 million acquisition is part of BBVA's strategy to lead the technology-driven change that is transforming the financial services industry. According to Francisco González, Chairman and CEO of BBVA, Simple will reinforce BBVA’s “global digital transformation while BBVA will provide the means to help Simple maximize its outstanding growth potential.”

AstraZeneca Transactions

Representation of AstraZeneca in relation to the creation of a $3.4 billion diabetes joint venture with BMS, and the subsequent acquisition of sole control over that venture; in its acquisition of the rights to Almirall’s respiratory franchise (for initial consideration of $875 million and up to $1.22 billion in development, launch and sales-related milestones); assisting in the acquisition of the Takeda respiratory portfolio; and in relation to the creation of an oncology joint venture with Fujifilm Kyowa Kirin Biologics (FKB).

Verizon Communications Transactions

Representation of Verizon Communications in several transactions, including its $3.89 billion acquisition of AOL. Also advised the company in connection with its purchase of UK-based Vodafone’s 45 percent ownership of Verizon Wireless, as well as Vodafone’s purchase of Verizon’s interest in Vodafone Italy, which was valued at $124.1 billion.

U.S. Appeals Court Shoots Down FCC Merger-Review Disclosure Order

Successful representation of CBS Corporation, The Walt Disney Company, Twenty-First Century Fox, Inc., Scripps Networks Interactive Inc., Time Warner Inc., Univision Communications Inc., and Viacom Inc. Borrego Solar Systems, Inc. against the Federal Communications Commission (FCC) in connection with the disclosure of programming contracts with pay-TV providers as part of the FCC’s review of pending cable and satellite mergers.

Microsoft Transactions

Representation of Microsoft Corp. in its $8.5 billion acquisition of Skype Communications S.à.r.l., the largest acquisition in the company’s history, in connection with its $4.5 billion acquisition of certain Nortel patents, in its $7.2 billion acquisition of the handset division of Nokia, and its $2.5 billion acquisition of Mojang, the developer of Minecraft.

Qualcomm in Acquisitions and Investments with Omnia

Qualcomm in acquisitions and investments including its joint venture with Omnia, a subsidiary of Saudi Oger, to create a UK-based company to deploy CDMA-based technology; its acquisition of UK-based Elata (Holdings) Limited, which provides content delivery and device management software systems; and its acquisition of Trigenix Limited, a European mobile content delivery software producer.

Representation of Citigroup in Multiple Divestments in Mexico and Central America

Represented Citigroup in connection with the disposition of its 16% ownership stake in Grupo Aeroméxico SAB and in the sale of its controlling interest in AFP Confía, a pension management company in El Salvador, to Inversiones Atlántida, S.A., a financial holding company in Honduras. We also advised Citigroup and its Mexican affiliate, Grupo Financiero Banamex, in the sale to an affiliate of EVO Payments International of Banamex’s merchant acquiring business. All three transactions were completed in 2015.

Represented Weyerhaeuser Company on $2.65 billion acquisition and integration

Represented Weyerhaeuser Company on the $2.65 billion acquisition and subsequent integration of an LLC that held a controlling interest in another timber REIT, including multiple associated stock and debt issuances totaling over $2 billion by Weyerhaeuser and subsequent integration of operations. Tax advice included structuring, negotiating and drafting agreements, and disclosure. U.S. tax issues included REIT qualification, tax basis step-up, and tax consequences for non-U.S. shareholders of the target.

Tax-efficient acquisition vehicles

Helped a leading global fund-of-funds sponsor with benefit plan investors acquire several large portfolios of European private equity interests. Working with corporate lawyers in our London and New York offices, we designed tax-efficient acquisition vehicles that complied with ERISA and avoided potential fiduciary and plan asset concerns.

Michelin Transaction

Representing Michelin in its acquisition of IHLE Holding AG. The transaction involved six national European merger notifications, namely in France, Germany, Austria, Hungary, Romania, and the Czech Republic. This was the first time that an upstream tire manufacturer and supplier took control over a wholesale tire distributor in Europe creating substantial questions about the effects of this vertical integration.

Representation of Baltic Oil Terminals plc in a $10.8 Billion Acquisition

Advised Baltic Oil Terminals plc, an oil and gas infrastructure business with operations in Russia, on its $10.8 million acquisition of Petroval Bunker International B.V., a fuel oil storage business based in Rotterdam, and on a placing to fund the consideration for the acquisition.

Lindsay Goldberg's Transformation of PAE

Represented private equity firm Lindsay Goldberg and PAE as regulatory counsel in six different M&A transactions that have grown PAE to a defense contractor with annual revenue in excess of $2 billion. Our work began in 2011 with Lindsay Goldberg’s acquisition of PAE from Lockheed Martin, and continued through to PAE’s acquisitions of Defense Support Services, CSC’s Applied Technology Division, USIS’s Global Security and Solutions Business, and A-T Solutions and to Lindsay Goldberg’s 2016 sale of PAE to Platinum Equity. Our work in each of these deals has included government contracts, national security, trade controls, and anti-corruption due diligence and advice on transaction structuring, and regulatory approvals.

Advice regarding shared employee and facility costs during M&A process

Advised client on structuring employee secondment agreements so as to permit reimbursement of costs of shared employees and associated indirect costs under a secondment agreement during a contractual novation process in connection with an M&A transaction, enabling the client to orderly transfer employees and facilities to the purchaser and ensure continued reimbursement up to the point of final transfer.

Veritas Capital’s Investment in SolAero Technologies Corp.

Represented private equity firm Veritas Capital as regulatory counsel during its acquisition of EMCORE’s Space Photovoltaics business, and represented the business, which is now known as SolAero Technologies Corp., during its subsequent acquisitions of Alliance Spacesystems and Vanguard Space Technologies. We handled government contracts, trade controls, anti-corruption, and other regulatory due diligence, and also assisted with contract novations.

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Washington Nationals General Counsel Joins Covington

WASHINGTON—Damon Jones, who most recently served as Senior Vice President & General Counsel of the Washington Nationals Major League Baseball franchise, has joined Covington’s Sports Practice in the Washington office. Mr. Jones has more than 20 years of experience advising clients in sports, media, and entertainment matters. During his nearly 13 years with the ...

Managing COVID-19: Nasdaq Temporary Shareholder Approval Relief

In response to the ongoing impact of the COVID-19 outbreak, Nasdaq has adopted temporary relief through June 30, 2020 from shareholder approval requirements pertaining to the so-called “20% rule.” The relief is effective immediately and intended to give Nasdaq-listed companies additional flexibility to raise capital through private placements in situations where ...

Responding to COVID 19 related business issues in Latin America

COVID-19's march across the globe arrived in Latin America on February 25 in Brazil, coming roughly a month after Europe and the United States. High inequality and variable medical capacity across the region are driving governments to rely heavily on social distancing and business restrictions to slow and prevent the spread of the virus. As a result of this ...

Private Briefing Covid-19 Quickly Reshapes Private Markets

Sergio Urias and Amy Wollensack are quoted in The Deal regarding the rapidly moving economy’s effect on private equity firms to complete M&A activities and capital investments, as the COVID-19 pandemic persists. Mr. Urias says, “I don’t think we’ve ever been called by our private equity clients to react so quickly to daily — and in some cases hourly — changes in ...

Key Oversight Areas for Boards During the COVID-19 Pandemic

While Board duties remain unchanged in a crisis situation such as the COVID-19 pandemic and the role of a board of directors continues to be one of oversight, the disruption and dislocation resulting from the pandemic warrants greater and more frequent coordination between boards of directors and management teams which have responsibility for day-to-day ...

Big mergers face delays as regulators adapt to pandemic

Johan Ysewyn is quoted in the Financial Times regarding the potential monetary losses and risk of vanishing mergers during the coronavirus crisis. Mr. Ysewyn says, “Authorities are having a gut reaction in resetting their priorities, but in the meantime businesses are losing money every day the deal doesn’t close, while also dealing with the consequences of the ...

Covington Assists Veritas Capital with $5 Billion Acquisition of DXC’s Health and Human Services Business

WASHINGTON—Covington is assisting Veritas Capital with its acquisition of DXC Technology’s U.S. State and Local Health and Human Services business in a deal valued at $5 billion. The transaction is expected to close no later than December 2020, subject to the satisfaction of customary closing conditions. DXC Technology’s U.S. State and Local Health and Human ...

COVID-19: Legal and Business Toolkit

As the legal, regulatory, and commercial implications of coronavirus COVID-19 continue to evolve, our lawyers and advisors are helping clients navigate the complex considerations that companies around the world are facing and develop plans and strategies in response. Reach out to our COVID-19 task force at COVID19@cov.com. Below is a compendium of resources ...

Covington Advises Univision in Sale of Majority Stake to Searchlight and ForgeLight

WASHINGTON—Covington represented Univision Holdings, Inc. in its definitive agreement to sell a majority ownership interest to private investment firms Searchlight Capital Partners, LP and ForgeLight LLC. Under the terms of the acquisition, Searchlight and ForgeLight will purchase a 64 percent interest from Univision stockholders while Televisa, a leading media ...

Covington Represents Piramal in $950M Sale of Healthcare Data and Analytics Company

WASHINGTON—Covington represented Piramal Enterprises Limited in itsdefinitive agreement to sell Decision Resources Group to Clarivate Analytics plc, in a deal valued at $950 million. The $950 million purchase price includes $900 million in cash and approximately $50 million in Clarivate ordinary shares to be issued following the one-year anniversary of ...

Covington Represents Elanco in Divestitures of Pet Care Products

WASHINGTON—Covington represented Elanco Animal Health in connection with an agreement with Dechra Pharmaceuticals to divest Osurnia® for $135 million in an all-cash deal. Covington also represented Elanco in an agreement to divest the U.S. rights and related assets for Capstar® to PetIQ, Inc., for $95 million in an all-cash deal. Elanco is a global animal ...

Catherine Dargan Named a Most Influential Woman in M&A

WASHINGTON—Mergers & Acquisitions magazine has named Catherine Dargan as one of the “Most Influential Women in Mid-Market M&A.” The special report showcases “champions of change, committed to transforming the dealmaking world and to inspiring and guiding the next generation.” Ms. Dargan, co-leader of the firm’s Mergers & Acquisitions practice and a member of the ...

Covington Represents Merck In $2.7B Acquisition of Cancer Drug Developer

WASHINGTON—Covington represented Merck & Co., Inc. in its definitive agreement under which Merck, through a subsidiary, will acquire ArQule for $20 per share in cash for an approximate total equity value of $2.7 billion. ArQule is a publicly traded biopharmaceutical company focused on kinase inhibitor discovery and development for the treatment of patients with ...

Seven Covington Lawyers Named Law360 MVPs

WASHINGTON—Law360 has named seven Covington lawyers as MVPs, third most among all firms, in their respective practice areas. The awards single out lawyers from across numerous practice areas based on their success in high-stakes litigation, complex global matters, and record-breaking deals. The Covington lawyers recognized as Law360 MVPs are: Thomas ...

Covington Ranked Among Top Ten International Law Firms by Latinvex

NEW YORK—Latinvex has named Covington among the top ten international law firms doing work in Latin America and first among firms in trade & sanctions. The firm was also singled out particularly for its role in handling in arbitration, corporate/M&A, and fraud/FCPA matters. Covington’s Latin America practice draws on a dedicated team of lawyers and advisors who ...

Covington Represents Central European Media Enterprises in $2.1B Acquisition

NEW YORK—Covington represented Central European Media Enterprises Ltd. in its definitive agreement to be acquired by an affiliate of PPF Group N.V. in a cash transaction valued at approximately $2.1 billion. Under the terms of the agreement, holders of all of CME’s issued and outstanding Class A common shares will receive $4.58 per share. This valuation ...

Covington Advises BenevolentAI on $90M Investment from Temasek

LONDON—Covington has advised BenevolentAI on its $90 million investment from Temasek, a Singapore-headquartered investment company. BenevolentAI aims to improve the lives of patients suffering from diseases with no effective treatment. The Benevolent Platform® is used by scientists and technologists to find new ways to treat disease, improve the efficacy, and ...

Covington Represents Financial Advisor in Parsley Energy Acquisition of Jagged Peak for $2.27B

NEW YORK—Covington represented financial advisor Tudor, Pickering, Holt & Co. in Parsley Energy, Inc.'s acquisition of Jagged Peak Energy. Parsley and Jagged Peak entered into a definitive merger agreement under which Parsley will acquire Jagged Peak in an all-stock transaction valued at approximately $2.27 billion, including Jagged Peak's net debt of ...

Rusty Conner Named Finance, Banking & Capital Markets Trailblazer

WASHINGTON—The National Law Journal has named Covington's Rusty Conner to its inaugural list of "Finance, Banking, & Capital Markets Trailblazers." This list profiles 35 lawyers who are agents of change in their respective practice areas. Mr. Conner’s practice is focused on mergers and acquisitions, corporate finance, corporate governance, and related strategic ...

Covington Expands M&A Capability in the Middle East with Rupert Harper

DUBAI—Rupert Harper has joined Covington’s Corporate Practice as a partner in Dubai. Mr. Harper’s arrival follows the recent addition of international arbitration partner Philip Norman, also resident in Dubai. Mr. Harper has a wide-ranging practice advising on mergers and acquisitions, joint ventures, private equity buy-outs, and strategic investment ...

Covington Assists CPI in its Acquisition of GD's Satellite Antenna Systems Business

WASHINGTON—Covington’s Government Contracts and Communications regulatory practices are representing Communications & Power Industries LLC (CPI) in its recently announced deal to acquire SATCOM Technologies, the antenna systems business of General Dynamics Mission Systems, Inc., a business unit of General Dynamics. SATCOM Technologies designs, manufactures and ...

Covington Represents Bayer in $585 Million Sale of Dr. Scholl’s™

NEW YORK—Covington advised Bayer in a definitive agreement to sell the Dr. Scholl’s™ business to Yellow Wood Partners for a purchase price of $585 million. Bayer is a global enterprise with core competencies in the life science fields of health care and nutrition. Its products and services are designed to benefit people by supporting efforts to overcome the ...

Covington Represents Peraton in Solers Acquisition

WASHINGTON—Covington is representing Peraton in its recently announced deal to acquire Solers, Inc., a leading provider of software development and systems integration for space situational awareness, satellite ground systems and operations, cybersecurity engineering, and enterprise cloud-based solutions. Covington is handling government contracts, national ...

Covington Represents Alion Science and Technology in $225 Million Sale of its Naval Systems Business Unit

WASHINGTON—Covington is representing Alion Science and Technology Corporation in a recently announced deal to sell its Naval Systems Business Unit to Serco Inc. for $225 million. The sale, subject to certain regulatory approvals, is expected to close in the second half of 2019. Headquartered in McLean, VA, Alion delivers advanced engineering, IT and, operational ...

Covington Represents Merck in $1.05B Acquisition of Peloton Therapeutics

WASHINGTON—Covington advised Merck & Co., Inc., in its definitive agreement under which Merck, through a subsidiary, will acquire privately held Peloton Therapeutics, Inc. in exchange for an upfront payment of $1.05 billion in cash. In addition, Peloton shareholders will be eligible to receive a further $1.15 billion contingent upon successful achievement of ...

Covington Represents LifeArc in Landmark $1.297B Royalty Monetization

NEW YORK—Covington advised LifeArc, a UK-based medical research charity, on its monetization of a portion of its royalties relating to Keytruda® for $1.297 billion (approximately £1 billion). This royalty monetization is the largest single-product royalty monetization ever done by a non-profit. The transaction closed on May 10, 2019, the culmination of efforts ...

Amy Wollensack Honored by the Metropolitan Black Bar Association

NEW YORK—The Metropolitan Black Bar Association honored Amy Wollensack as its 2019 Private Practitioner of the Year at its 35th Anniversary Gala. This award recognizes an individual who has demonstrated exemplary leadership and service and commitment to the community at large. Ms. Wollensack is co-chair of the firm’s Private Equity Practice Group and a member of ...

Covington Represents Bayer in $550M Sale of Coppertone™

NEW YORK—Covington advised Bayer in a definitive agreement to sell its Coppertone™ business to Beiersdorf AG, a provider of skin care products, for $550 million. Bayer is a global enterprise with core competencies in the life science fields of health care and nutrition. Its products and services are designed to benefit people by supporting efforts to overcome ...

Ralph Voltmer Named to India Business Law Journal’s "International A-list"

WASHINGTON—India Business Law Journal has named Ralph Voltmer to its “International A-list.” The list consists of the world’s top 100 India-focused lawyers at international law firms. Mr. Voltmer, chair of the firm’s India Practice, advises clients in cross-border transactions such as mergers and acquisitions, joint ventures, strategic alliances, and financings. ...

Covington Recognized with IJGlobal 2018 Awards

LONDON—Two Covington transactions were recognized with the IJGlobal 2018 Awards for African Refinancing Deal of the Year and for Middle East & North Africa Power Deal of the Year. The IJGlobal Awards celebrate the top transactions that closed over the past calendar year across the international infrastructure and energy sectors, while recognizing the ...

Covington Represents Elbit in $350M Acquisition of Night Vision Business

WASHINGTON—Covington advised Elbit Systems of America, LLC, a subsidiary of Elbit Systems Ltd., in its definitive agreement with Harris Corporation for the acquisition of Harris' Night Vision business for a purchase price of $350 million. The closing of the transaction is subject to receipt of regulatory approvals. Elbit Systems Ltd. is an international high ...

Covington Represents Biopharmaceutical Startup IFM Tre in $1.575B Sale to Novartis

NEW YORK—Covington represented IFM Tre, Inc. in its sale to Novartis for a $310 million upfront cash payment and up to $1.265 billion in milestone payments (for a total of $1.575 billion). IFM Tre develops chemically distinct systemic, gut-directed, and CNS-penetrant drug candidates to address several indications triggered by NLRP3, including metabolic, ...

Covington Named “Dealmakers of the Year” by The American Lawyer

WASHINGTON—The American Lawyer has recognized Covington among its 2019 “Dealmakers of the Year.” The annual feature highlights “the lawyers behind the most significant work” in deal making, and this marks the second time the firm has received this distinction in the last three years. In March 2018, Covington helped Qualcomm, Inc. secure a U.S. Presidential ...

Ex-Greenberg Traurig Tax Atty Joins Covington’s Tax Group

Law360 covered Kevin Zaragoza’s move to Covington’s Tax Practice Group in New York. He says, “Covington has an excellent international practice. It’s kind of an exciting time to be a tax lawyer after tax reform and all the changes that are happening in regulations, and Covington has a lot of interesting cross-border work that I wanted to be a part of.”

Covington Represented Financial Advisors to NII Holdings in Sale of Nextel Brazil

NEW YORK—Covington represented Rothschild & Co US Inc. and Greenhill & Co., financial advisors to NII Holdings, Inc., in its sale of Nextel Brazil to América Móvil for a purchase price of $905 million on a debt-free and cash-free basis. The sale represents the disposition of NII's sole remaining operating asset. Additionally, in connection with the transaction, ...

Covington Adds Transactional and Partnership Tax Partner in New York

NEW YORK—Kevin Zaragoza has joined Covington's Tax Practice Group as a partner in New York. Mr. Zaragoza's arrival follows the recent addition of tax partner Kevin Otero also in New York. Mr. Zaragoza concentrates on the domestic and cross-border tax aspects of mergers and acquisitions, leveraged buy-outs, dispositions, minority investments, partnership and ...

Covington Represents the Chicago Cubs in Launch of Marquee Sports Network

WASHINGTON—Covington advised the Chicago Cubs and Northside Entertainment Holdings, LLC in the formation of a joint venture with Sinclair Broadcast Group that will own and operate Marquee Sports Network, a regional sports network based in Chicago. Marquee Sports Network will be the exclusive network of the Chicago Cubs beginning with the 2020 Major League ...

Covington adds to M&A tech practice

Denny Kwon and Tom DeFilipps spoke with Global Data Review on Mr. Kwon’s move to Covington. Mr. Kwon told GDR that for him, Covington was a natural fit in light of the increased prominence of regulatory issues in M&A transactions and the firm’s “incredibly broad” array of practices. He said that data usage and privacy issues are becoming increasingly ...

Covington Snags Ex-Wilson Sonsini Tech M&A Pro In Calif.

Denny Kwon and Tom DeFilipps spoke with Law360 about Mr. Kwon’s move to Covington. Mr. DeFilipps says, “Denny will greatly enhance our Northern California corporate offering and our ability to further develop M&A and broader corporate relationships with West Coast-based technology and life sciences clients.” Mr. Kwon told Law360 that his favorite part of ...

Wilson Sonsini Tech Dealmaker Jumps to Covington in SF

Denny Kwon and Tom DeFilipps are quoted in The Recorder regarding Denny Kwon’s move to Covington. Mr. Kwon, who moved to the firm’s San Francisco office as a partner, says, “I have seen complex regulatory issues arise more frequently for technology companies, not only in M&A transitions but also in their ordinary day to day operations. The depth and the ...

Leading California Technology M&A Lawyer Joins Covington

SAN FRANCISCO—Denny Kwon has joined Covington as a partner in its Corporate Practice in San Francisco. Mr. Kwon represents numerous public and private companies, private equity firms, and investment banks in a wide range of M&A transactions. His transactional experience includes the acquisition and sale of domestic and foreign public companies, private ...

Reg Rollbacks Seen As Bit Player In $28B BB&T-SunTrust Deal

Rusty Conner spoke with Law360 about the BB&T-SunTrust merger. He says, “It is a more favorable regulatory environment in which two institutions of that size could obtain regulatory approval to merge, but it’s the underlying business reasons for doing the transaction that I’m certain drove the CEOs to get together and the boards to approve the deal. You don’t do ...

Latinvex Names Four Covington Partners Among "Top 100 Lawyers"

NEW YORK—Latinvex has named Covington partners Nicole Duclos, Rubén Kraiem, Miguel López Forastier, and Gabriel Mesa among “Latin America’s Top 100 Lawyers” in 2019. Ms. Duclos represents clients in international commercial and investment arbitration, as well as transnational litigation. Clients interviewed by Latinvex praised Ms. Duclos’ extensive arbitration ...

Covington Advises Argentinian Payments Company on Sale with Enterprise Value of $1.42B

NEW YORK—Covington advised Prisma Medios de Pago, Argentina’s leading payments company, in the sale of a controlling stake to Advent International. Prisma’s existing shareholders will retain a 49% stake in the company. The transaction values 100 percent of Prisma at $1.42 billion. Prisma is an Argentinian company established in 2014 through the merger of Visa ...

Covington Advises Stagecoach on $271M Sale of North America Division

NEW YORK—Covington advised Stagecoach Group plc in its agreement to sell its North America division to an affiliate of private equity firm, Variant Equity Advisors, LLC. This transaction reflects an enterprise value for Stagecoach's North America Division of $271.4 million. Stagecoach’s North America Division operates bus and coach services. It provides ...

Covington Advises On Real Estate Asset Manager Merger Valued at $940 Million

NEW YORK—Covington advised Tetragon Financial Group Limited on the merger of its GreenOak Real Estate joint venture with Bentall Kennedy, Sun Life Financial Inc.’s North American real estate and property management firm. The combined entities will be called Bentall GreenOak. Tetragon will remain an investor in Bentall GreenOak, which the merger values at $940 ...

Covington Advises Merck on €2.1 Billion Acquisition of Animal Health Company

WASHINGTON—Covington advised Merck & Co., Inc. on its acquisition of Antelliq Group for approximately €2.1 billion ($2.4 billion) plus the assumption of €1.15 billion of debt. Antelliq will be wholly owned and separately operated subsidiary within the Merck Animal Health Division. Antelliq is an animal intelligence group focused on animal identification, ...

Covington Assists Veritas Capital with $5.7 Billion Acquisition of athenahealth

WASHINGTON—Covington is advising private equity firm Veritas Capital on healthcare and other regulatory aspects of its recently announced deal to acquire athenahealth for approximately $5.7 billion. athenahealth is a leading provider of network-enabled services for hospital and ambulatory customers nationwide. Rujul Desai and Ian Brekke are leading the Covington ...

Covington Ranked Among Top Ten International Law Firms by Latinvex

NEW YORK—Latinvex has named Covington among the top ten international law firms doing work in Latin America. In addition to this honor, Latinvex has recognized Covington as the top firm for Trade, among the top five for FCPA & Fraud, as well as for Arbitration, and among the top ten for Corporate/M&A. Covington’s Latin America practice draws on a dedicated team ...

Covington Represents Illumina in $1.2 Billion Deal with Pacific Biosciences

NEW YORK—Covington advised Illumina, Inc. in its announced $1.2 billion acquisition of Pacific Biosciences. Illumina is a leading developer, manufacturer, and marketer of life science tools and integrated systems for large-scale analysis of genetic variation and function, and the company’s products are used for applications in life sciences, oncology, ...

Catharina Min Awarded Inaugural “Trailblazer Award” by the Korean American Bar Association

SILICON VALLEY—The Korean American Bar Association of Northern California has awarded Covington partner Catharina Min its inaugural “Trailblazer Award.” The “Trailblazer Award” recognizes the outstanding achievements, commitment, and leadership of a lawyer who has paved the way for the advancement of Korean-American lawyers in the Bay Area. Ms. Min represents ...

Covington Advises Investcorp on Acquisition of HR Software Provider

FRANKFURT—Covington advised Investcorp Technology Partners on its acquisition of Berlin-based Softgarden, a human resources software provider. Investcorp is a leading global provider and manager of alternative investments and has $22.6 billion in total assets under management, including assets managed by third party managers and assets subject to a ...

Covington Advises Ziylo on Acquisition by Novo Nordisk

LONDON—Covington has advised Ziylo on its acquisition by Novo Nordisk with a potential deal value that could exceed $800 million. Ziylo, a University of Bristol spin-out company based at the Unit DX science incubator, is a supramolecular chemistry company that has developed a third 'biomimetic' class of glucose binding molecules. The acquisition gives Novo ...

Three Covington Lawyers Named Among Law360's "Rising Stars"

WASHINGTON— Law360 named Covington lawyers Alexander Berengaut, Michael Nonaka, and Ursula Owczarkowski to its list of “2018 Rising Stars.” This annual recognition honors top attorneys under 40 “whose legal accomplishments transcend their age.” Alex Berengaut represents clients in civil litigation, international arbitrations, and government enforcement ...

Covington Represents Emergent BioSolutions in $270M Acquisition

WASHINGTON—Covington advised Emergent BioSolutions in its $270 million acquisition of PaxVax. PaxVax is majority owned by an affiliate of Cerberus Capital Management. Emergent is a global life sciences company focusing on providing specialty products for civilian and military populations that address public health threats. PaxVax is a company focused on ...

Covington Represents WSFS Financial in $1.5 Billion Acquisition

WASHINGTON—Covington advised Wilmington, Delaware-based WSFS Financial Corporation in its acquisition of Philadelphia-based Beneficial Bancorp, Inc., in a transaction valued at approximately $1.5 billion. This is the second bank M&A deal in two weeks where Covington is representing the acquiring institution. Covington is also representing Dallas-based Veritex ...

Equity Plan Votes Scrapped After Tax Reform

William Woolston and Megan Woodford are quoted in Agenda regarding the Tax Cuts and Jobs Act of 2017’s effect on incentive plans. Mr. Woolston suspects public companies not conducting a shareholder vote on incentive plans is the “ beginning of a trend.” However, he believes that shareholders can still rely on other measures to hold companies accountable for ...

Covington Advises GSK on 23andMe Collaboration and $300M Investment

SILICON VALLEY—Covington advised GlaxoSmithKline on its multi-year collaboration with and $300 million equity investment in 23andMe. GSK will become 23andMe’s exclusive collaborator for drug target discovery programs. The collaboration will focus on research and development of innovative new medicines and potential cures using human genetics as the basis for ...

Covington Advises German Private Equity Fund on Medical Device Acquisition

FRANKFURT—Covington advised Adiuva Fund II GmbH & Co. KG, a private equity fund advised by Adiuva Capital GmbH, on the acquisition of nt-trading from private equity investor INVICTO Invest GmbH and various co-investors. Adiuva Capital is a Hamburg-based independent investment firm focused on investing in mid-sized enterprises. nt-trading is headquartered in ...

Covington Advises Elbit Systems in $120 Million Acquisition

WASHINGTON—Covington advised Elbit Systems Ltd. in its $120 million acquisition of the assets and operations of the privately owned U.S. company, Universal Avionics Systems. Elbit Systems is an international high technology company engaged in a wide range of defense, homeland security, and commercial programs throughout the world. Universal Avionics is a ...

Covington Hires Ex-Wilson Sonsini Tech Deals Pro

Suzanne Bell and Tom DeFilipps are quoted in a Law360 article regarding Bell's arrival to Covington's Technology Transactions practice. Bell says she is excited to join Covington and looks forward to helping it build its tech practice and advise clients on incorporating new technologies into their businesses. “The firm’s collaborative approach will allow me to ...

Covington Advises BenevolentAI on £80m Funding and Acquisition

LONDON—Covington advised BenevolentAI on an £80 million equity investment by new and existing investors, including Woodford Investment Management, at a pre-money valuation of £1.4 billion. The firm also recently advised BenevolentAI on its acquisition of Proximagen Limited, a Cambridge, UK-based drug discovery and development company, for an undisclosed ...

Covington Represents Financial Advisor In $1.8 Billion Optical Tech Acquisition

NEW YORK—Covington advised Jefferies LLC as financial advisor to Oclaro, Inc. in its proposed acquisition by Lumentum Holdings Inc. The transaction values Oclaro at approximately $1.8 billion. Oclaro manufactures and sells optical components and modules for the long-haul, metro, and data center markets, providing solutions for optical networks and high-speed ...

Covington Nabs Veteran Tech Dealmaker From Wilson Sonsini

The Recorder highlights the arrival of Suzanne Bell to Covington's Technology Transactions practice. Bell says she was attracted to the firm's strong regulatory practice given the increased intersection between the technology sector and government regulations. Bell adds that she is looking forward to using her experience in technology transactions to assist ...

Covington Opens Frankfurt Office

LONDON—Covington will open an office in Frankfurt, Germany on April 3 led by eight partners. Frankfurt will be the firm’s third European office and will work closely with the firm’s five offices in the United States, its three offices in Asia, and its offices in the Middle East and Africa. “Covington will offer German companies a unique capability to help them ...

Covington Advises In Deal Uniting Two of the Largest U.S. Auto Service Providers

NEW YORK—Covington advised Mavis Tire Holdings LLC, and its family owners, and other owners, including investment funds managed by ONCAP, in its agreement to merge with Express Oil Change & Tire Engineers, a Golden Gate Capital portfolio company, creating one of the largest independent automotive service platforms in the United States. Mavis Discount Tire, based ...

Covington Successfully Represents Discovery Communications In DOJ Investigation Into Its Acquisition of Scripps Networks

WASHINGTON—Covington successfully represented Discovery Communications, Inc. in a U.S. Department of Justice investigation into Discovery’s acquisition of Scripps Networks Interactive. Discovery announced earlier today that the DOJ closed its investigation into the transaction. Discovery announced in July 2017 that it had reached a definitive agreement to ...

Latinvex Again Names Nicole Duclos and Gabriel Mesa Among "Top 100 Lawyers"

NEW YORK—Latinvex has named Covington partners Nicole Duclos and Gabriel Mesa among “Latin America’s Top 100 Lawyers” in 2018. Ms. Duclos represents clients in international commercial and investment arbitration, as well as transnational litigation. Clients interviewed by Latinvex praised Ms. Duclos’ extensive arbitration experience, noting that she is “ready to ...

Covington Represents Bacardi in Acquisition of Patrón Tequila

WASHINGTON—Covington advised Bacardi Limited in its definitive agreement to acquire Patrón Spirits International AG and its PATRÓN® brand, the world’s top-selling ultra-premium tequila, from John Paul DeJoria, a founder of Patrón. The transaction reflects an enterprise value for Patrón of $5.1 billion. The transaction follows the successful relationship the ...

Financial Times Names Covington to 2017 North America Innovators List

SILICON VALLEY—The Financial Times has recognized Covington among the most innovative firms in 2017 in the category of "Enabling Business Growth," for advising "Tencent in its acquisition of a $8.6bn majority stake in Supercell, the Finnish gaming company, while maintaining Supercell’s creative culture and retaining its employees by introducing incentive ...

Covington Represents Autifony Therapeutics in Collaboration and Option Deal with Boehringer Ingelheim

LONDON—Covington represented Autifony Therapeutics Limited in connection with an option and asset purchase agreement with Boehringer Ingelheim (BI), with respect to Autifony's Kv3.1/3.2 positive modulator platform. This agreement provides BI with an exclusive option to acquire Autifony’s Kv3.1/3.2 positive modulator platform, including Autifony's lead compound ...

Covington Advises Aristocrat in $990 Million Gaming Acquisition

WASHINGTON—Covington represented Aristocrat Leisure Limited in its $990 million acquisition of Big Fish Games, Inc. This acquisition expands Aristocrat’s Social Gaming business into new game genres. Aristocrat is a global provider of gaming solutions. It offers a diverse range of products and services including electronic gaming machines and casino management ...

Miranda Cole Named Among Politico's "Women Who Shape Brussels"

BRUSSELS—Politico has named Covington partner Miranda Cole to its “2017 Women Who Shape Brussels” list, a group of “20 powerhouses driving debates and influencing policy in 2017.” In its profile of Ms. Cole, the publication highlights her defense of leading technology clients, including Microsoft, Facebook, and Verizon, before the European Commission. Politico ...

Covington Advises Financial Advisor to Advanced Accelerator Applications in $3.9 Billion Sale

NEW YORK—Covington represented Jefferies LLC as exclusive financial advisor to Advanced Accelerator Applications S.A. (AAAP) in its $3.9 billion all cash sale to Novartis AG. Based in Saint-Genis-Pouilly, France, AAAP is a radiopharmaceutical company developing, producing, and commercializing molecular nuclear medicine theragnostics. AAA’s theragnostic platform ...

Covington Advises SK Holdings in Acquisition of Significant Minority Interest in Eureka Midstream

NEW YORK—Covington represented SK Holdings Co., Ltd. in its acquisition of a significant minority interest in Eureka Midstream Holdings, LLC, a midstream energy company that owns and operates approximately 340 miles of gas gathering pipelines in Ohio and West Virginia. The transaction closed in early October 2017. SK Group is a top three conglomerate in South ...

Covington Advises Zoetis in $1.25 Billion Debt Securities Offering

NEW YORK, October 5, 2017—Covington advised Zoetis Inc. in an underwritten public offering of its investment grade notes in an aggregate principal amount of $1.25 billion. Zoetis is a global leader in the discovery, development, manufacture, and commercialization of animal health medicines and vaccines, with a focus on both livestock and companion animals. This ...

Ingrid Rechtin Among The Recorder's "Women Leaders in Tech Law"

SAN FRANCISCO—The Recorder has named Covington partner Ingrid Rechtin to its list of “2017 Women Leaders in Tech Law.” This annual recognition commemorates “recent outstanding work by California-based lawyers whose practices focus on technology companies and issues.” In its profile of Ms. Rechtin, the publication highlights her representation of Sanofi in ...

Covington Named International Firm of the Year for Trade by China Law & Practice

BEIJING—China Law & Practice has named Covington as the international winner for “Trade Firm of the Year” at its annual awards ceremony in Beijing. The leading Chinese legal publication also recognized the firm for its role in the Technology, Media, and Telecom “Deal of the Year,” Tencent’s $8.6 billion acquisition of Supercell. The awards focus on “innovation ...

Women Leaders in Tech Law: Ingrid Rechtin, Covington & Burling

The Recorder named Ingrid Rechtin one of its "2017 Women Leaders in Tech Law." In her profile, Ms. Rechtin provides advice to young lawyers in tech. She says, "Be flexible and open to new opportunities. The tech space evolves quickly and as a lawyer you can provide more value to your clients if you have a broader view—across industries, companies of all sizes, ...

Covington Advises Howard Bancorp On $163.4 Million Acquisition

NEW YORK—Covington advised Howard Bancorp, Inc., the bank holding company for Howard Bank, in its acquisition of First Mariner Bank, a community bank headquartered in Baltimore, Maryland. The transaction value is approximately $163.4 million. The Covington team consisted of Michael Reed, Rusty Conner, Chris DeCresce, Matt Wood, and Nora Diamond-Jones(corporate); ...

Covington Again Named a Top International Law Firm in Latin America

NEW YORK—Covington has again been selected by Latinvex as a “Top International Law Firm” doing work in Latin America. In addition to this honor, Latinvex has recognized Covington as a leading firm in the FCPA & Fraud, International Arbitration, and Corporate/M&A subcategories. Covington’s Latin America practice draws on a dedicated team of lawyers and advisors ...

Covington Advises Mexichem on its $1.8 Billion Acquisition of Israeli Irrigation Firm

WASHINGTON—Covington is advising Mexichem, S.A.B. de C.V. on its $1.895 billion acquisition of an 80 percent stake in Netafim, Ltd., the world’s largest irrigation company, from private equity and buyout firm Permira, Kibbutz Magal and Kibbutz Hatzerim. Kibbutz Hatzerim will retain a 20 percent stake. Covington has also been assisting with the related ...

Covington Advises Aristocrat in Acquisition of Plarium and Related Acquisition Financing

WASHINGTON—Covington, together with Israeli-based law firm Allens and Herzog Fox & Neeman, is representing Aristocrat Leisure Limited, a leading provider of gaming solutions, in its acquisition of Plarium Global Limited and the related acquisition financing. Aristocrat will make an upfront cash payment of $500 million plus earn-out payments based on Plarium’s ...

Covington Wins Two American Lawyer Global Legal Awards

WASHINGTON—The American Lawyer honored Covington with two Global Legal Awards, recognizing the firm’s success in “navigating complex international legal issues.” The firm was recognized for “Global M&A Deal of the Year: Japan” and “Global Dispute of the Year: Investigations (Asia).” Covington advised Tencent Holdings Limited, a leading provider of internet ...

Covington Represents IFM Therapeutics in $300 Million Sale of Assets to BMS

NEW YORK—Covington is representing IFM Therapeutics in its sale to Bristol Myers Squibb for $300 million in cash and the right to receive contingent payments upon achievement of specified milestones that could total in excess of $1 billion for each of its two oncology programs. Prior to closing, IFM will spin off its inflammation program to a newly-formed ...

Covington Advises Central European Media Enterprises on $262.2 Million Deal

LONDON—Covington is advising Central European Media Enterprises Ltd. (CME) on the sale of its broadcast operations in Croatia and Slovenia to Slovenia Broadband S.à r.l for approximately $262.2 million. The transaction is expected to close by the end of 2017. CME is a NASDAQ-listed media and entertainment company operating leading businesses in six Central and ...

Buyers Struggle To Stomach Valuation Gap Amid Uncertainty

Jack Bodner is quoted in a Law360 article regarding the U.S. mergers and acquisitions market. “We've seen and I think we'll continue to see good M&A activity in the nonmegadeal and middle market tier. We've seen less and I think we'll continue to see less activity than the most robust years in the megadeal area, but overall it's been a busy year for M&A in ...

Covington Lawyers Win Three “Europe Women in Business Law Awards"

LONDON—Euromoney Legal Media Group has selected three Covington lawyers for its annual “Europe Women in Business Law Awards.” The awards honor women in the legal sector across Europe. The Covington lawyers recognized are: Louise Nash, Best in Mergers & Acquisitions. Ms. Nash focuses on M&A and other transactional matters for clients in the consumer brands, ...

Covington Advises Kate Spade’s Financial Advisor in its $2.4 Billion Sale to Coach

NEW YORK—Covington advised Perella Weinberg Partners as financial advisor to Kate Spade & Company in connection with its sale to Coach, Inc. for approximately $2.4 billion. Kate Spade & Company is a fashion company that designs and markets a range of women's and men's apparel, accessories, and fragrance products under the Kate Spade New York and Jack Spade ...

Covington Hires Reed Smith's Former Silicon Valley Leader

Catharina Min and Tom DeFilipps are quoted by The Recorder in an article regarding Min's arrival to the firm's M&A practice. Min, who predominantly represents technology industry clients, notes that her interest in Covington was largely due to the firm's regulatory expertise. "They're just at the forefront of so many cutting-edge issues," says Min. "Most of ...

Covington Adds Reed Smith Tech M&A Partner in Calif.

Catharina Min and Tom DeFilipps are quoted in a Law360 article regarding Min's arrival to Covington's Mergers and Acquisitions practice. According to DeFilipps, who has worked with Min in the past, “Her ability to advise companies navigating an ever-changing technology landscape will enhance the firm’s corporate practice as we continue to build our ...

Technology M&A Lawyer Joins Covington

SILICON VALLEY—Catharina Min has joined Covington as a partner in its Corporate practice in Silicon Valley. Recently named among the “Top 50 Multicultural Leaders in Technology” by the National Diversity Council, Ms. Min handles a range of transactions for U.S. and international technology companies, including M&A, private financings, joint ventures, strategic ...

Covington & Burling Adds Ex-Tyco Counsel In M&A Practice

Thomas Repke is quoted in a Law360 article regarding his arrival to the firm’s Mergers and Acquisitions practice. “This is an opportunity to share best practices, put the best teams together, which the firm is really conducive to,” Repke says. “Providing excellence in client service and that’s really the goal. Having been in-house for the past seven years, ...

Covington Adds Senior M&A Partner

WASHINGTON—Thomas Repke, who has extensive M&A private practice and in-house experience, has joined Covington as a partner in its Mergers and Acquisitions practice in Washington. Most recently, Mr. Repke served as lead counsel for Tyco on all M&A, divestiture, joint venture, and investment transactions across all business units. While at Tyco, he helped ...

Leading M&A Lawyer Joins Covington

NEW YORK—Tom Kuhn has joined Covington’s Mergers and Acquisitions practice, and will focus on media and technology transactions. He will be based in the firm’s New York office. Mr. Kuhn is a seasoned M&A deal maker, with experience both as a lawyer and as a banker. He also advises on corporate governance matters and provides strategic counseling. He has ...

Latinvex Names Gabriel Mesa and Nicole Duclos Among "Top 100 Lawyers"

NEW YORK—Latinvex has named Covington partners Gabriel Mesa and Nicole Duclos among “Latin America’s Top 100 Lawyers” in 2017. Mr. Mesa counsels corporations in joint ventures and private mergers and acquisitions in Latin America and other emerging markets, as well as in the United States. A client described Mr. Mesa as "an excellent lawyer,” noting that his ...

Delaware Court Applies Business Judgment Rule to Stockholder Approved Transaction Involving Controlling Stockholder

The Delaware Court of Chancery earlier this week ruled that the protection of the business judgment rule afforded to directors involved in a change of control transaction that is approved by a majority of fully informed, disinterested stockholders—as reinforced by the Delaware Supreme Court in 2015 in Corwin v. KKR Financial Holdings LLC (discussed in our prior ...

Covington Receives M&A Atlas Award for Cross Border Deal of the Year

NEW YORK—Covington was honored at the Americas M&A Atlas Awards ceremony held in New York on December 6. The firm was recognized for Cross Border Deal of the Year in connection with its representation of Grupo P.I. Mabe S.A., a Mexican manufacturer of disposable hygienic products, in its sale to Ontex, Ltd., a publicly traded international producer of personal ...

Covington Advises Cantor Fitzgerald in Signal Genetics Merger

NEW YORK—Covington is advising Cantor Fitzgerald as financial advisor to Signal Genetics in connection with Signal’s merger transaction with miRagen Therapeutics. Signal is a commercial stage, molecular diagnostic company that provides innovative diagnostic services that help physicians make better-informed decisions concerning the care of cancer patients. ...

Covington Advises Jefferies in $830 Million Deal

NEW YORK—Covington is advising Jefferies as financial advisor to CNL Lifestyles Properties in connection with the sale of 34 ski and attraction assets to EPR Properties and Ski Resorts Holdings for approximately $830 million in cash and shares of EPR common stock. CNL is a REIT focused on investing in lifestyle activities and whose portfolio includes ski and ...

Covington Represents India-Based Healthcare Company in Acquisition

WASHINGTON—Covington represented India-based Piramal Enterprises and its wholly owned Critical Care subsidiary in the UK in the acquisition of five anesthesia and pain management injectable products from Janssen Pharmaceutica NV, in an all cash deal for an upfront consideration of US$155 million, and up to an additional US$20 million. The products to be acquired ...

Covington Advises AstraZeneca on Divestment of Rights to Rhinocort Aqua

LONDON—Covington advised AstraZeneca on its agreement with Cilag GmbH International, an affiliate of Johnson & Johnson, for the divestment of the rights to Rhinocort Aqua outside the U.S. Rhinocort Aqua is a nasal spray indicated for allergic and non-allergic rhinitis (inflammation of the inside of the nose), and for the treatment of nasal polyps (swelling of ...

Prominent M&A Lawyer Joins Covington

NEW YORK—David Schwartzbaum has joined Covington as a partner in the Mergers and Acquisitions practice resident in New York. Mr. Schwartzbaum represents buyers, sellers, and financial advisors in public and private M&A transactions. “David has a strong reputation for representing investment banks and financial advisors in M&A transactions, and he will play an ...

Covington grabs partner from Sidley to grow NorCal offices

Tom DeFilipps and Doug Gibson are quoted in a Daily Journal article regarding DeFilipps’ move to Covington’s Silicon Valley office. Commenting on the draw to Covington DeFilipps says, “One of the more compelling aspects of the Covington platforms is the way it allows you to meld the strength of its regulatory practice in D.C. and non-U.S. jurisdictions, like ...

Covington Continues Calif. Growth With Sidley Palo Alto Leader

Tom DeFilipps and Doug Gibson are quoted by The Recorder in an article regarding DeFilipps’ recent move to Covington, where he will serve as chair of the West Coast corporate practice. According to DeFilipps, “Covington presented to me an opportunity to do something that sounded very interesting at this point in my career.” He continues, "I felt as though it was ...

Silicon Valley Dealmaker Joins Covington

Timothy Hester and Tom DeFilipps are quoted in an ABF Journal article regarding the arrival of DeFilipps to Covington. According to Hester, “Adding Tom to our Silicon Valley office is a major step forward in our plan for continued growth in California.” DeFilipps says, “I am very pleased to join Covington’s growing California practice.” He continues, “I am ...

Leading Silicon Valley Dealmaker Joins Covington

SILICON VALLEY—Tom DeFilipps has joined Covington as a partner in the Silicon Valley office and will serve as chair of the West Coast Corporate practice. “Adding Tom to our Silicon Valley office is a major step forward in our plan for continued growth in California,” said Timothy Hester, Covington’s chair. “Tom has built a successful Northern California ...

Covington Nabs Sidley NorCal Vet To Lead West Coast Deals

Timothy Hester and Tom DeFilipps are quoted in a Law360 article regarding DeFilipps’ recent arrival. According to Hester, “Adding Tom to our Silicon Valley office is a major step forward in our plan for continued growth in California.” He continues, “Tom has built a successful Northern California corporate practice over many years and has a demonstrated track ...

7 Lessons M&A Attys Learned The Hard Way

Scott Anthony is quoted in a Law360 article that offers advice to associates from established M&A partners. According to Anthony, “Presentations need to be crisp. What that really means is that you need to memorize some of these legal standards that we use on a regular basis.” He continues, “The point is really that if you can do that, you still have to be able ...

Delaware Extends “Cleansing Effect” of Stockholder Merger Vote to Tender Offer Acquisitions

In its recent In re Volcano Corporation Stockholder Litigation decision, the Delaware Court of Chancery extended the “cleansing effect” of the majority vote of fully informed, uncoerced, and disinterested stockholders in favor of a merger not subject to the entire fairness standard—as reinforced by the Delaware Supreme Court last fall in Corwin v. KKR Financial ...

Health Hires: Greenberg, Covington Add IP, Deals Pros

Van Ellis and John Hurvitz are quoted in a Law360 article regarding Ellis’ arrival as a partner in the firm’s life sciences transactions practice. According to Ellis, who says he is drawn to how Covington deals with some of the largest and most complex transactions in the industry, “Every deal is different than the other deals. There are innovative aspects of ...

Covington Represents Tencent in $8.6 Billion Acquisition

SILICON VALLEY—Covington advised Tencent Holdings Limited, a leading provider of internet service in China, in connection with its acquisition of a majority stake in Supercell from SoftBank. A consortium established by Tencent will acquire up to 84% of Supercell for $8.6 billion in a transaction valuing Supercell at approximately $10.2 billion. Supercell is a ...

Leading Life Sciences Lawyer Joins Covington

WASHINGTON—Van Ellis has joined Covington as a partner in its life sciences transactions practice, resident in Washington. Mr. Ellis has extensive experience in a wide variety of technology-based transactions and corporate matters in the life sciences field, from billion-dollar global collaborations to daily commercial and operational matters. He also counsels ...

Covington Lawyers Win Four “Europe Women in Business Law” Awards

LONDON—Euromoney Legal Media Group has selected four Covington lawyers for its annual “Europe Women in Business Law Awards.” The awards honor women in the legal sector across Europe. The Covington lawyers recognized are: Louise Nash, Best in Mergers & Acquisitions. Ms. Nash focuses on M&A and other transactional matters for clients in the consumer brands, ...

Covington Advised Egyptian Investment Bank in Acquisition of Brokerage Firm

NEW YORK—Covington advised Beltone Financial Holding, a leading Egyptian investment bank, in its acquisition of 51 percent of Auerbach Grayson & Company, a New York brokerage firm specializing in global trade execution and research on developed, frontier, and emerging markets for U.S. institutional investors. This acquisition marks Beltone Financial’s entry into ...

Covington Advises MagtiCom on Acquisition of ISP Cable Assets

NEW YORK—Covington is advising MagtiCom Ltd., the leading mobile operator in the Republic of Georgia, on its definitive agreement to acquire retail and corporate ISP cable assets from Caucasus Online LLC. The deal is expected to close on or around August 1, 2016. Following the successful conclusion of the transaction, MagtiCom will be the first and only operator ...

Covington Represents Graham Media in Purchase of Television Stations

WASHINGTON—Covington advised Graham Media Group in its definitive agreement to purchase WCWJ, the CW affiliate serving Jacksonville, FL and WSLS-TV, the NBC affiliate serving Roanoke and Lynchburg, VA, from Nexstar Broadcasting Group and Media General. The Covington team included corporate partners Paul Rogers and Michael Cutler, with associate Adina Lord. ...

New York Adopts Delaware Standards of Review for Going-Private Mergers by Controlling Shareholders

New York’s highest court, in an opinion1 issued yesterday, adopted as New York law the test established by the Delaware Supreme Court in Kahn v. M&F Worldwide Corp. (“MFW”)2 for applying the business judgment rule to the review of going-private transactions by controlling shareholders. This important decision clarifies the standards applicable to directors of ...

Covington Advises Financial Advisor On $2.4 Billion Merger

NEW YORK — Covington advised Jefferies LLC as financial advisor to Cash America International, Inc. in connection with its merger with First Cash Financial Services, Inc. The pro-forma market value of equity of the transaction is valued at approximately $2.4 billion. Following the close of the transaction, First Cash shareholders will own approximately 58% of ...

Industry Mergers: DoD in Uphill Fight Against Market Forces

Scott Freling is quoted in this National Defense article exploring the DOJ and FTC joint statement on preserving competition in the defense industry. According to Freling, the interagency truce should “provide some comfort” to defense contractors that mergers and acquisitions can go forward, albeit “under the right circumstances.” Brown adds, the statement ...

Covington Represents MidFirst Bank in Acquisition of 1st Century Bancshares

NEW YORK — Covington represented MidFirst Bank in its acquisition of 1st Century Bancshares, Inc. 1st Century is a publicly traded bank-holding company of 1st Century Bank of Los Angeles. Simultaneously with the closing of the acquisition, 1st Century Bank will be merged into MidFirst Bank. Following these transactions, the business of 1st Century Bank will ...

Covington Advises AstraZeneca on European Rights to Moventig

LONDON — Covington advised AstraZeneca on an agreement with ProStrakan Group, a subsidiary of Kyowa Hakko Kirin Co. Ltd., for the rights to Moventig (naloxegol) in the European Union (EU), Iceland, Norway, Switzerland and Liechtenstein. Moventig is the first once-daily, oral peripherally-acting mu-opioid receptor antagonist (PAMORA) approved in Europe for the ...

Latinvex Names Gabriel Mesa Among “Top 100 Lawyers”

NEW YORK — Latinvex has named Covington partner Gabriel Mesa among its “Latin America’s Top 100 Lawyers” for the third year in a row. Resident in the firm’s New York office, Mr. Mesa counsels corporations in joint ventures and private mergers and acquisitions in Latin America and other emerging markets, as well as in the United States. His work spans venture ...

As Staples/Office Depot and Halliburton/Baker Hughes are left pending, issues arise

Deborah Garza is quoted by GCR discussing mergers that are left pending for antitrust review for more than a year. According to Garza, “Going into a deal, companies should ensure they are fully aware of regulatory and timing risks so that they can try to protect themselves against the risk of change in market conditions.”

Covington Advises AstraZeneca on mRNA Collaboration

LONDON — Covington advised AstraZeneca, along with its global biologics research and development arm, MedImmune, on a new collaboration with Moderna Therapeutics to discover, co-develop and co-commercialize messenger RNA (mRNA) therapeutic candidates for the treatment of a range of cancers. The collaboration is in addition to the agreement announced by the ...

Catherine Dargan Named a “Most Influential Woman” in M&A

WASHINGTON, DC, December 17, 2015 - Mergers & Acquisitions magazine has named Catherine Dargan as one of “The Most Influential Women in Mid-Market M&A.” The inaugural special report celebrates 25 of “the best and the brightest female dealmakers.” Among a group of corporate executives and investment bankers, Ms. Dargan is the only outside counsel recognized. Ms. ...

Covington Advises AstraZeneca on Acquisition of Takeda’s Respiratory Business

LONDON, 17 December, 2015 — Covington advised AstraZeneca on its acquisition of Takeda’s respiratory business. Under the terms of the agreement, AstraZeneca will make a payment of $575 million, and approximately 200 staff will transfer to AstraZeneca upon completion. The deal will include the expansion of rights to roflumilast (marketed as Daliresp in the ...

Covington Advises Mexico’s Grupo Mabe on its Sale to Ontex Group

NEW YORK, December 9, 2015 - Covington advised Grupo P.I. Mabe, the leading producer of hygienic products in Mexico, on its sale to Ontex Group NV, a publicly listed company based in Belgium. The transaction is expected to close in the first quarter of 2016. The transaction will require regulatory approvals in Mexico, the US and certain other countries, and has ...

Covington Advises Graham Holdings on Group Dekko Acquisition

WASHINGTON, DC, November 16, 2015 - Covington advised Graham Holdings Company, a diversified education and media company, in its acquisition of Group Dekko, a manufacturer of electrical solutions for workspace, architectural lighting, and electrical components. The financial terms of the deal were not announced. According to Timothy O’Shaughnessy, president and ...

Covington Advises Prosper Marketplace on BillGuard Acquisition

WASHINGTON, DC, October 8, 2015 — Covington advised Prosper Marketplace, a leading online marketplace that connects borrowers and investors, in its acquisition of BillGuard, a personal finance analytics company. The financial terms of the deal were not announced. According to the company’s press release, the acquisition will enable Prosper Marketplace to offer ...

Covington Advises UCB on Sale of Kremers Urban Pharmaceuticals to Lannett

NEW YORK, September 3, 2015 — UCB and Lannett Company, Inc. announced they have entered into a definitive agreement providing for the acquisition of UCB’s U.S. specialty generics subsidiary, Kremers Urban Pharmaceuticals Inc., by Lannett. UCB will receive upfront cash proceeds of US $1.23 billion upon closing, which is subject to regulatory approval and other ...

Covington Advises Morgan Stanley on $2.2 Billion Solar Development Company Sale

NEW YORK, July 21, 2015 — Covington advised Morgan Stanley & Co. LLC as financial advisor to Vivint Solar, Inc. in connection with its acquisition by SunEdison, Inc. The transaction consideration, valued at $2.2 billion, will be paid to Vivint stockholders in a combination of cash, SunEdision common stock and a convertible promissory note. Vivint Solar sells, ...

Catherine Dargan Named One of NLJ’s “Outstanding Women Lawyers”

WASHINGTON, DC, May 8, 2015 — Catherine Dargan, co-chair of Covington’s mergers and acquisitions practice, was named one of The National Law Journal’s “Outstanding Women Lawyers.” The award recognizes 75 of the most accomplished women in the legal profession today, including judges, corporate counsel, law firm partners, and public interest lawyers. Among the ...

Covington Advises Oplink in Its Sale to Koch Industries

REDWOOD SHORES, CA, November 20, 2014 — Covington & Burling advised Oplink Communications, Inc. in its sale to Koch Optics, Inc., a wholly owned Koch Industries subsidiary. The all-cash transaction is valued at approximately $445 million. Under the terms of the deal, announced Wednesday, Koch Optics will commence a tender offer and subsequent merger for all of ...

Covington & Burling and Slaughter and May advise on Qualcomm’s £1.6bn acquisition of CSR

Partners Louise Nash and Simon Amies are mentioned in this article regarding their representation of Qualcomm: "Covington & Burling advised US mobile phone chipmaker Qualcomm and Slaughter and May advised tech firm CSR on the US company’s £1.6bn takeover of the British company, which will increase Qualcomm’s presence in the UK."

Covington Advises Samsung in PrinterOn Acquisition

REDWOOD SHORES, CA, September 19, 2014 — Covington & Burling advised Samsung Electronics Co., Ltd. in its acquisition of Canadian cloud-printing firm PrinterOn. The acquisition is expected to enhance Samsung’s mobile cloud services to the business-to-business market. Under the terms of the agreement, Samsung purchased all outstanding stock from the current ...

Covington Wins Two American Lawyer Global Legal Awards

WASHINGTON, DC, July 14, 2014 — Covington & Burling has been recognized as an honoree of two American Lawyer Global Legal Awards: Global M&A Deal of the Year: Europe/Finland and Global Dispute of the Year: U.S. Human Rights Litigation. Covington’s mergers & acquisitions practice represents companies, investment banks and private equity firms in public and ...

Deals: Covington, Skadden on $1.3 Billion Aristocrat Leisure Deal

Catherine Dargan, Mike Riella, Deb Garza, John Gourary, Andrea Reister, Rob Heller, Mike Francese and Kerry Burke are mentioned regarding their representation of Aristocrat Leisure Ltd. "Covington & Burling LLP advised Aristocrat Leisure Ltd. (ALL), which agreed to buy Video Gaming Technologies Inc. for about $1.3 billion to triple its North American business ...

Covington Advises Graham Holdings in Joyce/Dayton Acquisition

WASHINGTON, DC, May 30, 2014 — Covington & Burling advised Graham Holdings Company in its acquisition of Joyce/Dayton Corp., an Ohio-based manufacturer of screw jacks and other linear motion systems. The acquisition was announced earlier today. Graham Holdings is an education and media company whose principal operations include educational services, television ...

The Am Law Daily - Four Firms Score With Record-Setting Clippers Sale

Covington advised Steve Ballmer on his agreement to purchase the Los Angeles Clippers from The Sterling Family Trust for $2 billion. The firm is mentioned in the above articles regarding the deal. Law360 writes, "Steve Ballmer is represented in the latest deal by a Covington & Burling LLP team led by Doug Gibson, Scott Roades and Peter Zern, including Rob ...

Covington Advises TPG’s American Tire Distributors in $365 Million Acquisition

NEW YORK, February 24, 2014 — Covington & Burling advised American Tire Distributors in the acquisition of Terry’s Tire Town from Talisman Partners for up to $365 million. American Tire, a portfolio company of TPG, is a wholesale distributor of replacement tires throughout the United States and Canada. The acquisition is expected to close at the end of March, ...

Covington Advises Aspera on Its Sale to IBM

SAN FRANCISCO, December 20, 2013 — Covington & Burling advised Emeryville, Calif.-based Aspera, Inc. in its sale to IBM. Aspera’s high-speed transfer technology helps clients securely speed the movement of massive data files around the world. Aspera's technology, licensed to clients and partners either in the cloud or on premises, reduces transmission times for ...

Covington Wins Six LMG Life Sciences Awards

NEW YORK, September 27, 2013 — Covington & Burling received six awards at the inaugural LMG Life Sciences awards on September 25, including “FDA Pharmaceutical Firm of the Year” and Richard Kingham’s induction to the Hall of Fame. The awards, which are selected based on a survey of peers and leading companies in the life sciences industry, “recognize and honor ...

Covington’s Catherine Dargan Named “D.C. Deal Maker of the Year”

WASHINGTON, DC, September 13, 2013 — Catherine Dargan, co-chair of Covington & Burling’s mergers and acquisitions practice, was named one of The National Law Journal’s “D.C. Deal Makers of the Year.” The award was presented last night at the Ritz-Carlton in Washington, D.C. The award recognizes Washington lawyers who tackled some of the most notable transactions ...

Deming and Goodwin Named to List of “Top 100 Lawyers” in California

SAN FRANCISCO, September 12, 2013 — Covington & Burling partners Bruce Deming and David Goodwin have been named to the Daily Journal’s list of “Top 100 Lawyers” in California. The list recognizes “the tremendous legal talent” in the state, according to the publication’s editors. Mr. Deming was recognized for his work representing Microsoft Corp. in major ...

Covington Wins Two American Lawyer Global Legal Awards

WASHINGTON, DC, July 12, 2013 — Covington & Burling has been recognized as an honoree with two American Lawyer Global Legal Awards: Global Dispute of the Year, Investment Arbitration and Global M&A Deal of the Year, Canada. Covington’s International Arbitration Group, comprised of more than 50 lawyers, handles cases under the rules of every major arbitration ...

Covington Ranked in Top 20 in Emerging Markets M&A Transactions

WASHINGTON, DC, July 11, 2013 — Thomson Reuters has ranked Covington & Burling among the Top 20 legal advisers worldwide in completed M&A transactions in emerging markets during the first half of 2013. Covington ranked among the top 10 for deals involving China and the Asia Pacific region, and among the top 15 for deals involving Latin America. “We have made a ...

Covington Advises Omthera Pharmaceuticals on Merger with AstraZeneca

NEW YORK, May 28, 2013 — Omthera Pharmaceuticals and AstraZeneca announced today that the companies entered into a merger agreement under which AstraZeneca will acquire all of the outstanding stock of Omthera for an upfront payment of $12.70 in cash per share, approximately $323 million aggregate value ($260 million after subtracting cash), plus a contingent ...

Covington Advises Grupo Sura in $516 Million Acquisition

NEW YORK, April 23, 2013 — Covington & Burling advised Sura Asset Management S.A. and AFP Integra S.A., affiliates of the Latin American financial group Grupo de Inversiones Suramericana, in a joint acquisition with Profuturo AFP S.A., an affiliate of The Bank of Nova Scotia, of 100 percent of the shares of AFP Horizonte, S.A., the Peruvian pension fund manager, ...

Covington Advises Illumina in Acquisition of Verinata Health

NEW YORK, January 7, 2013 — Covington & Burling advised Illumina, Inc. on its announced acquisition of Verinata Health, Inc. for cash consideration of $350 million plus up to $100 million in milestone payments through 2015. Upon completion of the acquisition, Illumina will have access to the Verinata’s verifi® prenatal test, the broadest non-invasive prenatal ...

Covington Advises SandRidge on $2.6 Billion Sale of Permian

WASHINGTON, DC, December 19, 2012 — SandRidge Energy, Inc. today announced that it has signed a definitive agreement to sell Permian Basin properties to Sheridan Production, a private operator, for $2.6 billion in cash. Covington & Burling, along with Texas-based Locke Lord, advised SandRidge on the transaction. SandRidge will use the proceeds to reduce debt ...

Covington Advises Grupo Financiero Banorte in $1.6 Billion Acquisition

NEW YORK, November 28, 2012— Covington & Burling is advising Grupo Financiero Banorte S.A.B. de C.V., and its affiliate Afore XXI Banorte, S.A. de C.V., in a $1.6-billion acquisition of Afore Bancomer, S.A. de C.V. from the Spanish bank, Banco Bilbao Vizcaya Argentaria S.A., which would create Mexico’s largest pension fund. Afore Bancomer is Mexico’s second ...

Covington Advises UBS in $3.6 Billion Leucadia National Corp. Deal

NEW YORK, November 12, 2012 — Covington & Burling represented UBS Securities LLC, financial advisor to Leucadia National Corporation (NYSE: LUK), in its announced $3.6 billion acquisition of Jefferies Group, Inc. (NYSE: JEF). Under the terms of the agreement, Leucadia will issue to shareholders holding the 71.4 percent of outstanding common stock of Jefferies ...

U.S. News-Best Lawyers Again Ranks Covington Among Nation's Top Law Firms

WASHINGTON, DC, November 7, 2012 — Covington & Burling received 97 first-tier practice rankings in the 2013 “Best Law Firms” survey by U.S. News-Best Lawyers, placing Covington among the top 10 firms nationwide. Covington was also named “Law Firm of the Year” in both FDA Law and Corporate Compliance Law. The honor is presented to one law firm in each of the ...

Covington Opens New Office in Seoul

WASHINGTON, DC, November 1, 2012 — Covington & Burling opens its Seoul office today after securing final approval from the Korean Ministry of Justice and the Korean Bar Association. The new office will be located in the Meritz Tower, at 825-2, Yeoksamdong in the heart of Seoul’s Gangnam business district. “We are honored to be among the first U.S. law firms to ...

Covington Promotes 15 Lawyers to Partnership

WASHINGTON, DC, October 1, 2012 — Covington & Burling is pleased to announce that it has elected 15 new lawyers to its partnership. This group is comprised of diverse and talented individuals from five offices who have made their mark at the firm through exceptional work and the highest standards of client service. “We’re delighted to welcome these 15 lawyers to ...

Covington Lawyers Recognized by NY Super Lawyers

NEW YORK, September 24, 2012 — New York Super Lawyers selected 27 Covington & Burling lawyers for its 2012 list of top legal talent. Super Lawyers selects only five percent of the total lawyers in the state based upon peer review and the publication’s independent research. Nineteen Covington lawyers were named New York Super Lawyers: Jack Bodner, Mergers & ...

Bruce Deming Named to List of “Top 100 Lawyers” in California

SAN FRANCISCO, September 13, 2012 — Covington & Burling partner Bruce Deming has been named to the Daily Journal’s list of “Top 100 Lawyers” in California. The list recognizes “lawyers who moved the needle, had an impact on the legal industry, our state, the nation and the world,” said the publication’s editors, who considered more than 1,000 attorneys from ...

Covington Advises Meda on Acquisition of Jazz Pharmaceuticals’ Women’s Health Products

LONDON, 06 September, 2012 — Covington & Burling LLP acted as legal advisers to Meda in an agreement with Jazz Pharmaceuticals to acquire a portfolio of six pharmaceutical products for women for $95 million in cash. The largest and most important product in the portfolio is Elestrin, a patented product with sales of almost 100 MSEK, that doctors prescribe for ...

Covington Receives 196 Individual Mentions in 2013 Edition of Best Lawyers

WASHINGTON, DC, August 27, 2012 — Covington & Burling LLP lawyers received 196 individual mentions in 57 areas of law in the 2013 edition of The Best Lawyers in America. This annual compilation of top U.S. lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The Covington lawyers recognized are as ...

Covington Advises Ascom Holding in Medical Device Acquisition

NEW YORK, June 22, 2012 — Covington & Burling advised Ascom Holding AG in its acquisition of GE Healthcare’s nurse call medical device business. The acquisition gives Ascom access to the North American nurse call market and creates opportunities to combine GE Nurse Call systems with Ascom’s existing mobility offering. With this acquisition, Ascom further ...

Covington Adds Leading Latin America Attorney

NEW YORK, June 13, 2012 — Covington & Burling is strengthening its transactional capabilities in Latin America with the addition of Gabriel Mesa, a senior corporate lawyer with in-depth experience in the region. Mr. Mesa joins the firm’s New York office as of counsel in the firm’s corporate practice where he is expected to advise corporations in joint ventures ...

Covington Advises UCB in Brazil Acquisition

NEW YORK, June 4, 2012 — Covington advised UCB S.A. in the acquisition of a majority interest in Meizler Biopharma, S.A., a Brazilian pharmaceutical company that commercializes a portfolio of in-licensed specialty products. The transaction agreements foresee performance related milestone payments in the coming years as well as an option to purchase the ...

Covington Lawyers Recognized by D.C. Super Lawyers

WASHINGTON, DC, May 2, 2012 — D.C. Super Lawyers selected 64 Covington & Burling lawyers for its 2012 list of top legal talent. Super Lawyers selects no more than five percent of the total lawyers who practice in Washington based on peer review and the publication’s independent research. Deborah Garza and Robert Long have been named among the “Top 100” for ...

Covington Advises AstraZeneca in $1.26 Billion Acquisition of Ardea Biosciences

WASHINGTON, DC, April 23, 2012 — Covington & Burling represented AstraZeneca in its $1.26 billion acquisition of Ardea Biosciences. Under the agreement, AstraZeneca will pay $32 per share for all of the outstanding shares of Ardea. AstraZeneca is a global, innovation-driven biopharmaceutical business with a primary focus on the discovery, development and ...

Covington Advises Thomson Reuters In $1.25 Billion Sale of its Healthcare Business

NEW YORK, April 23, 2012 — Covington & Burling represented Thomson Reuters in a definitive agreement to sell its Healthcare business to an affiliate of Veritas Capital for $1.25 billion in cash. The sale, expected to close in the next few months, is subject to regulatory approval and customary closing conditions, including the expiration or termination of ...

Covington Announces Six New Counsel

WASHINGTON, DC, April 16, 2012 — Covington & Burling is pleased to announce the promotion of one lawyer to of counsel and five lawyers to special counsel, effective April 1, 2012. Wendy Feng (San Francisco), the new of counsel, represents policyholders in insurance coverage cases in state and federal courts. She provides strategic claims-related advice and has ...

Covington Advises Tom Benson On New Orleans Hornets Purchase

WASHINGTON, DC, April 13, 2012 — Covington & Burling advised Tom Benson, the longtime owner of the New Orleans Saints, in his purchase of the New Orleans Hornets for an undisclosed sum. The purchase and related agreements were finalized this week. Closing is expected before the end of June. “I am very grateful to Bruce Wilson and the Covington team,” Mr. ...

Covington Receives 46 Lawyer, 20 Practice Accolades in Chambers Global

LONDON, 19 March, 2012 — Covington & Burling LLP received 46 individual mentions and 20 practice mentions in the Chambers Global 2012 edition. The guidebook, which ranks lawyers globally by pan-regional and country practice area, is designed to identify the most skilled legal practitioners based on the qualities most valued by clients. The Covington lawyers ...

Covington Advises IMS in Acquisition of HedgeOp

LONDON, 23 February, 2012 — Covington & Burling LLP represented IMS Consulting Group Limited in its agreement to acquire HedgeOp Compliance, LLC. HedgeOp is the leading provider of specialised compliance software and consulting services for investment advisers in the United States. IMS is a leading European governance, risk and compliance services group. The ...

Covington Adds Five in Silicon Valley and China

SAN FRANCISCO, February 8, 2012 — Covington & Burling is adding a highly regarded corporate team to its Beijing and Silicon Valley offices, bolstering Covington’s global transactional capabilities in the technology and life sciences sectors. The firm is pleased to announce that Michelle Edwards, Eva Wang and Scott Anthony have joined the firm as partners; ...

Covington Advises Moelis & Company on Amgen’s $1.16 Billion Acquisition of Micromet

NEW YORK, February 2, 2012 — Covington & Burling represented Moelis & Company, financial advisor to Amgen, in its cash acquisition of Micromet, Inc. in a deal valued at approximately $1.16 billion. The acquisition, reported on Jan. 26, includes blinatumomab, a Bispecific T cell Engager antibody in Phase 2 clinical development for acute lymphoblastic leukemia. ...

Covington Advises HaloIPT on Qualcomm’s Acquisition of its Automotive Wireless Charging Technology

LONDON, 21 November, 2011 — Qualcomm Incorporated (NASDAQ: QCOM) has acquired substantially all of the technology and other assets of HaloIPT, a leading provider of wireless charging technology for electric road vehicles. Covington & Burling LLP advised HaloIPT on the transaction. HaloIPT's financial adviser was Innovator Capital, the London based cleantech ...

Five Covington Lawyers Named Law360 MVPs

WASHINGTON, DC, November 14, 2011 — Law360 named five Covington & Burling lawyers today as “Most Valuable Players” in their respective practice areas. The inaugural award singles out lawyers whose accomplishments in major litigation or transactional matters have “raised the bar” over the past year. The 92 lawyers awarded this honor focus their work in 16 ...

Covington Advises Salix Pharmaceuticals in $300M Acquisition of Oceana Therapeutics

WASHINGTON, DC, November 10, 2011 — Covington & Burling represented Salix Pharmaceuticals, Ltd. in its agreement to acquire Oceana Therapeutics, Inc., a privately held global provider of gastroenterology and urology therapeutics, for $300 million in cash. “The acquisition of Oceana expands our product portfolio of innovative products, furthers the ...

Covington Advises Microsoft in Sale of its Stake in ContentGuard

SAN FRANCISCO, November 2, 2011 — Covington & Burling LLP represented Microsoft Corporation in the sale of its minority interest in ContentGuard Holdings, Inc. to Pendrell Technologies LLC. ContentGuard, based in El Segundo, Calif., is a leading inventor, developer and licensor of digital rights management (DRM) and related content distribution patents and ...

U.S. News-Best Lawyers Awards Covington ‘Law Firm of the Year’ in FDA Law and 82 First-Tier Practice Rankings

WASHINGTON, DC, November 1, 2011 — For the second consecutive year, U.S. News-Best Lawyers awarded Covington & Burling the most first-tier practice rankings for Washington, DC in the “Best Law Firms” survey. The 2011-12 survey also awarded the firm 82 first-tier practice rankings, placing Covington among the top 20 firms nationwide. Additionally, U.S. ...

Covington Advises Axis-Shield plc on £235M Takeover Offer from Alere, Inc.

LONDON, 21 October, 2011 — Covington & Burling LLP is advising Axis-Shield plc on the recommended £235 million all cash public takeover offer from Alere, Inc., a US company listed on the New York Stock Exchange. Axis-Shield is a Scottish-Norwegian company, listed on the London and Oslo Stock Exchanges, that develops and manufactures in vitro diagnostic tests for ...

Covington Lawyers Recognized as NY Super Lawyers and Rising Stars

NEW YORK, September 27, 2011 — Twenty Covington & Burling LLP lawyers are recognized in the 2011 edition of New York Super Lawyers. The annual list by Super Lawyers selects only five percent of the total lawyers in the state based upon peer review and the publication’s independent research. Sixteen Covington lawyers were named New York Super Lawyers: Jack ...

Covington Receives 184 Individual Mentions in 2012 Edition of Best Lawyers

WASHINGTON, DC, September 7, 2011 — Covington & Burling LLP lawyers received 184 individual mentions in 56 areas of law in the 2012 edition of The Best Lawyers in America. This annual compilation of top US lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The Covington lawyers recognized are as follows: ...

Covington’s Lisa Peets Named as “Best in Copyright” at Women in Business Law Awards 2011

LONDON, 5 July 2011 — Covington & Burling is pleased to announce that Lisa Peets was named as “Best in Copyright” at Euromoney Legal Media Group’s inaugural Women in Business Law Awards 2011. Natalie Diep was also shortlisted in the “Best in M&A” category. Covering 21 jurisdictions and 26 business areas, the Awards look to celebrate those firms setting the ...

Covington Advises Morgan Stanley on Atlantic Power’s C$1.1B Acquisition of Capital Power Income

NEW YORK, June 20, 2011 — Covington & Burling LLP represented Morgan Stanley, financial advisor to Atlantic Power Corporation, in its acquisition of Capital Power Income L.P. in a deal valued at approximately C$1.1 billion. The transaction will create a leading North American contracted power generation platform with over 2,100 megawatts of capacity. Under the ...

Chambers USA Recognizes Covington with 123 Individual, 45 Practice Nods

WASHINGTON, DC, June 10, 2011 — Covington & Burling LLP received 123 individual mentions and 45 practice mentions in Chambers USA 2011. The guidebook, which ranks lawyers by state and national practice area, is designed to identify the most skilled legal practitioners based on the qualities most valued by clients. Here are the Covington lawyers and practices ...

Covington Receives 92 Individual, 32 Practice Mentions in Legal 500

WASHINGTON, DC, June 10, 2011 — Covington & Burling LLP received 92 individual mentions and 32 practice mentions in the Legal 500 US 2011 edition. Legal 500 reviews the strengths and strategies of law firms in more than 90 countries in Europe, the Middle East, Asia, North and South America, and the Caribbean. Here are the Covington lawyers and practices ...

Covington Advises Joy Global in Acquisition of LeTourneau Technologies, Inc.

WASHINGTON, DC, May 16, 2011 — Joy Global Inc. (NASDAQ: JOYG), a worldwide leader in high-productivity mining solutions, reported today that it has signed a definitive agreement to acquire 100 percent ownership interest in LeTourneau Technologies, Inc. (“LeTourneau”) from Rowan Companies, Inc. (“Rowan”) (NYSE: RDC) for $1.1 billion in cash. LeTourneau designs, ...

Covington Advises Gleacher & Company on CKx, Inc. Sale to Apollo Global Management

NEW YORK, May 10, 2011 — CKx, Inc., an owner of premium entertainment content, today announced that it has entered into a definitive merger agreement to be acquired by an affiliate of Apollo Global Management, a leading global alternative asset manager. Covington & Burling LLP advised Gleacher & Company, Inc., financial advisor to CKx, on the transaction. Under ...

Covington Advises ClaimTrust, Inc. in Sale to Craneware PLC

NEW YORK, March 15, 2011 — Covington & Burling LLP advised ClaimTrust, Inc. in the company’s recent sale to Craneware PLC (AIM: CRW.L). Craneware PLC is the market leader in automated revenue integrity solutions for the U.S. healthcare market. ClaimTrust, Inc. is a software-as-a-service revenue cycle technology provider to hospitals in the United States. The ...

Covington Advises BofA Merrill Lynch on TomoTherapy’s Sale to Accuray

NEW YORK, March 7, 2011 — Covington & Burling LLP represented BofA Merrill Lynch, financial adviser to TomoTherapy Incorporated, in its sale to Accuray Incorporated for $277 million. Under terms of the agreement, TomoTherapy will be sold to Accuray for $4.80 per share in cash and Accuray stock. TomoTherapy is a creator of advanced radiation therapy solutions ...

Covington Advises Resource Capital Corporation on the Acquisition of Churchill Pacific Asset Management LLC

NEW YORK, March 3, 2011 — Resource Capital Corporation (RSO) has announced that it has completed its purchase of 100 percent of the ownership interests in Churchill Pacific Asset Management LLC (CPAM) from Churchill Financial Holdings LLC. CPAM is the collateral manager to five Collateralized Loan Obligations (CLOs) totaling approximately $1.9 billion in assets. ...

Covington Advises Forest on Acquisition of Clinical Data, Inc.

NEW YORK, February 22, 2011 — Forest Laboratories, Inc. (NYSE: FRX) and Clinical Data, Inc. (NASDAQ: CLDA) announced today that they have entered into a merger agreement pursuant to which Forest will acquire Clinical Data, a specialty pharmaceutical company focused on the development of first-in-class and best-in-category therapeutics. Covington & Burling LLP ...

Covington Advises Perella Weinberg on NYSE Euronext/Deutsche Börse AG Merger

NEW YORK, February 15, 2011 — Covington & Burling LLP represented Perella Weinberg Partners, as financial advisor to NYSE Euronext, in its merger with Deutsche Börse AG announced today, forming the premier global exchange group. Under the terms of the agreement, NYSE shareholders will own 40 percent of the newly merged company, and Deutsche Börse shareholders ...

Covington Advises Scout Partners on Investment in The Hinckley Company

NEW YORK, January 11, 2011 — Scout Partners LLC has announced that it has made a growth capital investment in The Hinckley Company. Terms of the transaction, which closed on December 30, 2010, were not disclosed. Covington & Burling LLP advised Scout Partners on the deal. Scout Partners, a partnership between David Howe and Peterson Capital LLC, was created ...

Covington Advises Charlesbank on Acquisition of Peacock Engineering Company

NEW YORK, January 6, 2011 — Charlesbank Capital Partners has announced that it has acquired Peacock Engineering Company, LLC, a leading provider of outsourced food packaging and supply chain management services to many of the nation’s largest branded consumer products companies, from Behrman Capital. The terms of the transaction, which closed on December 21, ...

Covington Advises Charlesbank on Sale of Blacksmith Brands Holdings

NEW YORK, September 21, 2010 — Prestige Brands Holdings, Inc. has announced that it has entered into a definitive agreement to acquire 100% of the stock of Blacksmith Brands Holdings, Inc., a portfolio company of Charlesbank Capital Partners, for $190 million in cash. Covington & Burling LLP advised Charlesbank on the transaction, which is expected to close in ...

Covington Receives 138 Individual Mentions in 2011 Edition of Best Lawyers

WASHINGTON, DC, August 6, 2010 — Covington & Burling LLP received 138 individual mentions in 40 areas of law in the 2011 edition of The Best Lawyers in America. This annual compilation of top US lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The Covington lawyers recognized are as follows: Administrative: ...

Covington Advises SandRidge Energy on Closing of Merger with Arena Resources, Creating a $6.2 Billion Company

NEW YORK, July 20, 2010 — SandRidge Energy, Inc. has completed its acquisition of Arena Resources, Inc., creating a combined company with an enterprise value of approximately $6.2 billion. Covington & Burling LLP advised SandRidge Energy on the transaction. The merger closed on July 16 following special meetings of the stockholders of each company. The ...

Covington Advises Gilead Sciences on Acquisition of CGI Pharmaceuticals

NEW YORK, June 25, 2010 — Gilead Sciences, Inc. and CGI Pharmaceuticals, Inc. today announced the signing of a definitive agreement pursuant to which Gilead will acquire CGI. Under the terms of the agreement, Gilead will acquire CGI for up to $120 million, the majority as an upfront payment and the remaining based on clinical development progress. Covington & ...

Covington Receives 85 Individual, 23 Practice Mentions in Legal 500 US

WASHINGTON, DC, June 23, 2010 — Covington & Burling LLP received 85 individual mentions and 23 practice mentions in the Legal 500 US 2010 edition. Legal 500 reviews the strengths and strategies of law firms in more than 90 countries in Europe, the Middle East, Asia, North and South America, and the Caribbean. Here are the Covington lawyers and practices ...

Covington Advises Arginetix on Merger and Series A Financing

WASHINGTON, DC, June 17, 2010 — Arginetix, Inc. and Immune Control Inc. today announced their merger to form Corridor Pharmaceuticals, Inc., which will develop novel treatments for vascular diseases with an initial focus on pulmonary arterial hypertension (PAH). Corridor, which will be based in Baltimore, Maryland, will develop treatments based on the ...

Chambers USA Recognizes Covington with 112 Individual, 44 Practice Nods

WASHINGTON, DC, June 16, 2010 — Covington & Burling LLP received 112 individual mentions and 44 practice mentions in Chambers USA 2010. The guidebook, which ranks lawyers by state and national practice area, is designed to identify the most skilled legal practitioners based on the qualities most valued by clients. Here are the Covington lawyers and practices ...

Covington Advises GSK on $253M Acquisition of Laboratorios Phoenix

NEW YORK, June 14, 2010 — GlaxoSmithKline (GSK) plc has announced its acquisition of Laboratorios Phoenix S.A.C.yF., a leading Argentine pharmaceuticals business, for approximately $253 million. Covington & Burling LLP advised GSK on the deal. By acquiring Phoenix, GSK gains access to a broad portfolio of branded generic pharmaceutical products, as well as a ...

Covington Advises J&J on Acquisition of RespiVert

NEW YORK, June 1, 2010 — Centocor Ortho Biotech Inc., a subsidiary of Johnson & Johnson, announced today that it has acquired UK-based RespiVert. Covington & Burling LLP advised Johnson & Johnson on the deal. Johnson & Johnson embraces research and science - bringing innovative ideas, products and services to advance the health and well-being of people. Johnson ...

Covington Advises Charlesbank Capital Partners on Recapitalization of Cedar Creek Lumber

NEW YORK, May 21, 2010 — Charlesbank Capital Partners, LLC and Cedar Creek Lumber have announced a recapitalization whereby Charlesbank will acquire majority ownership of Cedar Creek. The transaction, which is structured as an asset purchase, will provide the Cedar Creek business with capital to grow organically and expand within the wholesale building materials ...

Covington Advises Intercell on Acquisition of Antibody Technology Platform

LONDON, 6 May, 2010 — Intercell AG today announced that it has signed an agreement with Cytos Biotechnology Ltd. to acquire Cytos’ platform technology for monoclonal antibody discovery. The technology is based on expression cloning of monoclonal antibodies from human B-cells and enables the identification of anti-infective antibodies to prevent and treat ...

Covington Advises Turner Broadcasting on $10.8B NCAA Deal

WASHINGTON, DC, April 23, 2010 — The NCAA has announced a new 14-year television and new media rights agreement with CBS Sports and Turner Broadcasting System, Inc., to present the Division I Men's Basketball Championship beginning in 2011 through 2024 for total rights fees of approximately $10.8 billion. As part of the agreement, all games will be shown live ...

Scott Smith Named Am Law’s ‘Dealmaker of the Week’

NEW YORK, April 12, 2010 — Covington & Burling LLP’s Scott Smith has been named “Dealmaker of the Week” by The Am Law Daily. Mr. Smith, chair of the firm’s M&A and private equity practices, was recognized for advising SandRidge Energy in its acquisition of Arena Resources, a deal that was announced April 4. The other members of the New York and Washington ...

Covington Advises CVG in Merger with Integral Systems

WASHINGTON, DC, March 15, 2010 — CVG, Incorporated (“CVG”) has announced its merger with Integral Systems, Inc. in a deal valued at $34.675 million. Covington & Burling LLP advised CVG on the transaction. CVG and its subsidiary, Avtec systems, Inc., based in Chantilly, Virginia, provide secure satellite-based communication solutions to government and commercial ...

Covington Advises Minster Pharmaceuticals in Recommended Takeover by Proximagen Neuroscience

LONDON, January 15, 2010 — Covington & Burling LLP advised Minster Pharmaceuticals plc, the AIM-quoted drug development company specialising in compounds for the treatment of neurological and psychiatric conditions, in its recommended takeover by Proximagen Neuroscience plc. The terms of the all cash offer value Minster at £4.3 million. The Covington team ...

Covington Advises J&J on Ethicon’s $785M Acquisition of Acclarent

NEW YORK, December 17, 2009 — Ethicon, Inc., a Johnson & Johnson company and a worldwide leader in surgical care, and Acclarent, Inc., a privately held medical technology company dedicated to designing, developing and commercializing devices that address conditions affecting the ear, nose and throat, have announced a definitive merger agreement whereby Ethicon ...

Covington Advises Foros Securities in IMS Health $5.2B LBO Deal

NEW YORK, November 5, 2009 — IMS Health today announced that it has entered into a definitive agreement to be acquired by investment funds managed by TPG Capital (TPG) and the CPP Investment Board (CPPIB) in a transaction with a total value of $5.2 billion, including the assumption of debt. Covington & Burling LLP advised Foros Securities LLC, which acted as ...

Covington Advises Charlesbank on Formation of Blacksmith Brands

NEW YORK, NY, November 2, 2009 — Charlesbank Capital Partners, LLC has announced the formation of Blacksmith Brands Inc. with the acquisition of five over-the-counter consumer products brands from McNEIL-PPC, Inc. Covington & Burling LLP advised Charlesbank on the transaction. The brands acquired by Blacksmith include: Efferdent denture cleaner; Effergrip ...

Covington Advises Boehringer Ingelheim on Acquisition of Animal Health Assets from Pfizer and Wyeth

NEW YORK, September 24, 2009 — Boehringer Ingelheim, and its US animal health business Boehringer Ingelheim Vetmedica, Inc., has entered into an agreement with Pfizer to acquire certain assets of Wyeth’s Fort Dodge Animal Health business upon the closing of the global Pfizer-Wyeth merger. Covington & Burling LLP represented Boehringer Ingelheim on the ...

Covington Advises NYFIX Special Committee on Acquisition by NYSE Euronext

WASHINGTON, DC, August 27, 2009 — NYSE Euronext announced today that it has entered into a definitive agreement to acquire, through its wholly-owned subsidiary NYSE Technologies, Inc, NYFIX, Inc. The total value of the all-cash deal is approximately $144 million. Covington & Burling LLP advised the NYFIX Special Committee on the transaction, which is expected to ...

Covington Advises Procter & Gamble on $3.1B Sale of Global Pharmaceuticals Business to Warner Chilcott

NEW YORK, NY, August 24, 2009 — Procter & Gamble today announced the sale of its global pharmaceuticals business to Warner Chilcott Ltd. Covington & Burling LLP advised Procter & Gamble on the transaction. Procter & Gamble is a leading global branded products company, with one of the strongest portfolios of quality, leadership brands in consumer health and ...

Covington Advises Special Committee of Independent Directors of Charlotte Russe on $380M Acquisition by Advent International

NEW YORK, NY, August 24, 2009 — Charlotte Russe Holding, Inc., a leading mall-based specialty retailer for young women, announced today that it has entered into a definitive agreement to be acquired and taken private by investment funds managed by Advent International Corporation. Covington & Burling LLP advised the Charlotte Russe Special Committee on the ...

Covington Receives 131 Individual Mentions in 2010 Edition of Best Lawyers

WASHINGTON, DC, August 7, 2009 — Covington & Burling LLP received 131 individual mentions in 38 areas of law in the 2010 edition of The Best Lawyers in America. This annual compilation of top US lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The Covington lawyers recognized are as follows: Administrative: ...

Covington Advises Energy Conversion Devices on Acquisition of Solar Integrated Technologies

WASHINGTON, DC, July 22, 2009 — Energy Conversion Devices, Inc. (ECD), a NASDAQ-listed leading global manufacturer of thin-film flexible solar laminate products for the building integrated and commercial rooftop markets, and Solar Integrated Technologies, Inc. (SIT), an AIM-listed leading provider of building integrated photovoltaic roofing systems, today ...

Covington Advises Snow Phipps on Acquisition of ITSolutions

NEW YORK, NY, July 16, 2009 — Snow Phipps Group, LLC, a private equity firm, announced on July 7 that it had completed the acquisition of ITS Holding Company (ITSolutions), a leading information technology services provider to US government civilian, national security, and intelligence agencies, along with Mr. Stefan Lalos, co-founder and CEO of ITSolutions. ...

Covington Advises Greenhill on Validus’ Acquisition of IPC

NEW YORK, NY, July 9, 2009 — Validus Holdings, Ltd. today announced that it has entered into a definitive agreement to acquire IPC Holdings, Ltd. for approximately $1.65 billion in cash and Validus voting common shares. The combination will create a leading Bermuda carrier in the short-tail reinsurance and insurance market with $3.4 billion in shareholders’ ...

Chambers USA Recognizes Covington With 100 Individual, 40 Practice Nods

WASHINGTON, DC, June 12, 2009 — Covington & Burling LLP received 100 individual mentions and 40 practice mentions in Chambers USA 2009. The guidebook, which ranks lawyers by state and national practice area, is designed to identify the most skilled legal practitioners based on the qualities most valued by clients. Here are the Covington lawyers and practices ...

Covington Advises Merrill Lynch on Johnson & Johnson’s Acquisition of Cougar Biotechnology

NEW YORK, NY, May 22, 2009 — Johnson & Johnson and Cougar Biotechnology, Inc. announced a definitive agreement whereby Cougar Biotechnology will be acquired for approximately $970 million in a cash tender offer. Covington & Burling LLP advised Merrill Lynch, financial advisor to Cougar Biotechnology, on the transaction. Johnson & Johnson engages in the research ...

Covington Advises OptiSolar on $400M Sale of Project Development Business

NEW YORK, NY, April 10, 2009 — First Solar, Inc. has announced the completion of its previously announced acquisition of OptiSolar’s project development business. Covington & Burling LLP advised OptiSolar on the deal. OptiSolar is a California-based independent power producer committed to delivering clean, competitively priced electricity to the power grid from ...

Covington Advises Borrego Solar on Sale of Residential Division

SAN FRANCISCO, CA, March 2, 2009 — Borrego Solar Systems Inc. and groSolar Inc. announced that they have completed the sale of the residential solar division of Borrego to groSolar. Financial terms of the agreement were not disclosed. Covington & Burling LLP advised Borrego on the transaction. Following the sale, Borrego Solar will continue its focus on ...

Covington Advises MPS Global on Acquisition of the Talascend Group

LONDON, October 29, 2008 — MPS Global, LLC, a US-based provider of high-tech engineering, design and IT talent, has acquired UK-based Talascend Group. The Talascend business includes EPCglobal, an international engineering staffing company, which operates exclusively in the engineering and construction industries in the UK, the US, India and Abu Dhabi. Covington ...

Covington Receives 124 Individual Mentions in 2009 Edition of Best Lawyers

WASHINGTON, DC, September 29, 2008 — Covington & Burling LLP received 124 individual mentions in 40 areas of law in the 2009 edition of The Best Lawyers in America. This annual compilation of top US lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The Covington lawyers recognized are as follows: Administrative: ...

Covington Advises Merrill Lynch on Getinge’s $865 Million Acquisition of Datascope

NEW YORK, NY, September 16, 2008 — Getinge AB announced today that it will purchase Datascope Corporation for $53 per share or $865 million in cash. Covington & Burling LLP advised Merrill Lynch, financial advisor to Getinge, on the transaction. Getinge is a global medical technology company with operations in the cardiac surgery and vascular surgery markets. ...

Covington Advises Perella Weinberg On $11.7 Billion Sale to Altria Group

NEW YORK, NY, September 8, 2008 — UST Inc. and Altria Group, Inc. today announced an agreement pursuant to which Altria Group will acquire UST. Under the terms of the agreement, shareholders of UST will receive $69.50 in cash for each share of common stock held. The transaction is valued at approximately $11.7 billion, which includes the assumption of ...

Covington Advises Procter & Gamble on Sale of Noxzema

NEW YORK, NY, September 8, 2008 — Alberto-Culver Company announced today that it signed an agreement to acquire the Noxzema skin care brand from The Procter & Gamble Company. The agreement includes the existing business in the United States, Canada and portions of Latin America. Procter & Gamble will continue to operate its existing Noxzema shave care, ...

Covington Advises International Specialty Products on Deal with FMC Corporation

LONDON, August 19, 2008 — International Specialty Products, Inc. (ISP) has completed its previously announced sale of its hydrocolloids ingredients business to FMC Corporation. The London office of Covington & Burling LLP advised ISP on the transaction. ISP is a leading global supplier of specialty chemicals and performance-enhancing products for a wide variety ...

Covington Advises UBS on General Maritime’s Acquisition of Arlington Tankers

NEW YORK, NY, August 6, 2008 — General Maritime Corporation and Arlington Tankers Ltd. jointly announced today that they have entered into a definitive agreement whereby the two companies will combine in a stock-for-stock combination. The combination will create a leading publicly traded tanker company with a value of approximately $2 billion. Covington & ...

Covington Advises Coty on Deal with Church & Dwight

NEW YORK, NY, July 9, 2008 — Coty Inc. has completed its previously announced sale of the Orajel brand and other brands of Del Pharmaceuticals to Church & Dwight Co., Inc. for $380 million in cash. Covington & Burling LLP advised Coty on the transaction. Coty is the world’s largest fragrance company with annual sales in excess of $3.5 billion. Church & Dwight ...

Covington Advises UBS on Allied World’s Acquisition of Darwin

NEW YORK, NY, June 30, 2008 — Allied World Assurance Company Holdings, Ltd. and Darwin Professional Underwriters, Inc. announced today a definitive merger agreement whereby Allied World will acquire Darwin for approximately $550 million in cash. Covington & Burling LLP advised UBS Investment Bank, financial advisor to Darwin, on the transaction. Allied World is ...

Chambers USA Gives Covington 81 Individual, 45 Practice Nods

WASHINGTON, DC, June 16, 2008 — Covington & Burling LLP received 81 individual mentions and 45 practice mentions in the newly released 2008 Chambers USA. The guidebook, which ranks lawyers by state and national practice area, is designed to identify the most skilled legal practitioners based on the qualities most valued by clients. Here are the Covington ...

Covington Advises Resource America on Acquisition

NEW YORK, NY, May 19, 2008 — Resource America, Inc. has announced that its subsidiary, Apidos Capital Management, LLC ("Apidos"), has successfully been assigned the management contracts of four Collateralized Loan Obligations (CLOs) totaling approximately $1.3 billion. Covington & Burling LLP advised Resource America and Apidos on the transaction. Resource ...

Covington Advises UBS on $2.9B Grey Wolf Merger

NEW YORK, NY, April 22, 2008 — Grey Wolf, Inc. and Basic Energy Services, Inc. have approved a definitive agreement to combine the two businesses in a “merger of equals.” Based upon closing prices for each company’s common stock as of April 18, the estimated value of the combined company would be $2.9 billion. Covington & Burling LLP advised UBS Investment Bank, ...

Covington Announces Nine New Counsel

WASHINGTON, DC, April 3, 2008 — Covington & Burling LLP has announced the promotion of four new of counsels and five new special counsels in the firm’s five offices. The new of counsels are as follows: Christopher Denig (Washington) focuses on representing clients in complex federal civil litigation (including class actions), internal corporate ...

Covington Advises Pfizer on Acquisition of Serenex

NEW YORK, NY, March 3, 2008 — Pfizer Inc. announced today that it has entered into an agreement to acquire Serenex Inc., a privately held biotechnology company. Covington & Burling LLP advised Pfizer on the transaction. Pfizer, the world’s largest research-based biomedical and pharmaceutical company, discovers and develops innovative medicines to treat and help ...

Covington Advises Encysive on Pfizer Deal

WASHINGTON, DC, February 21, 2008 — Encysive Pharmaceuticals Inc. announced yesterday that it has entered into an agreement to be acquired by Pfizer Inc. Under the terms of the agreement, Pfizer will make a cash tender offer for all issued and outstanding shares of Encysive for $2.35 per share, representing an equity value of approximately $195 million. ...

Covington Advises Schwab Performance Technologies in Deal with Etelligent Consulting

SAN FRANCISCO, CA, February 2, 2008 — Covington & Burling LLP advised Schwab Performance Technologies in its acquisition of RIA back office outsourcing provider Etelligent Consulting, Inc. Financial terms of the transaction have not been disclosed. Founded in 1985, Schwab Performance Technologies is a subsidiary of The Charles Schwab Corporation and a leading ...

Covington Advises LX Networks in Deal with NBC Universal’s Local Media Group

WASHINGTON, DC, January 28, 2008 — LX Networks LLC, a leading producer of local television and broadband video programming under the LX.TV name, has been acquired by the NBC Local Media Division of NBC Universal. The announcement was made today. Covington & Burling LLP advised LX Networks in the deal. Founded in 2006 and based in New York, LX’s programming ...

Covington Advises Joy Global in Acquisition of Continental Global

WASHINGTON, DC, January 8, 2008 — Joy Global Inc., a worldwide leader in high-productivity mining solutions, reported today that it has signed a definitive agreement to acquire 100% of the stock of NES Investment, Co., the parent holding company of Continental Global Inc. Continental designs, manufactures, installs and services highly engineered bulk material ...

Covington Advises Coty on Completion of Del Laboratories Acquisition

NEW YORK, NY, January 2, 2008 — Coty Inc. has completed its acquisition of DLI Holding Corp., the parent company of Del Laboratories, Inc., one of the leading manufacturers of nail care, cosmetics, personal care, and OTC products. Covington & Burling LLP advised Coty on the transaction.Coty Inc. is the world’s largest fragrance company and a recognized leader in ...

Covington Advises Pfizer in Completion of Coley Pharmaceutical Tender Offer

NEW YORK, NY, January 2, 2008 — Pfizer announced on December 31 that it has completed the cash tender offer for the outstanding shares of common stock of Coley Pharmaceutical Group, Inc., a publicly-held biopharmaceutical company specializing in vaccine adjuvant technology and a new class of immunomodulatory drug candidates designed to fight cancers, allergy and ...

Covington Advises Global Healthcare Provider BUPA in $775M Acquisition

NEW YORK, NY, December 18, 2007 — BUPA today announced that it has entered into an agreement to acquire Health Dialog. Covington and Burling LLP represented BUPA, Health Dialog’s largest shareholder, in the $775M transaction, which is expected to close in January. BUPA is a global provider of healthcare services and is the largest private health insurer in the ...

Covington Advises Pfizer on Acquisition of CovX

NEW YORK, NY, December 18, 2007 — Pfizer Inc. announced today that it has entered into an agreement to acquire CovX, a privately-held biotherapeutics company. Covington & Burling LLP advised Pfizer on the transaction. Pfizer, the world’s largest research-based biomedical and pharmaceutical company, discovers and develops innovative medicines to treat and help ...

Covington Advises UBS on VeraSun’s Acquisition of US BioEnergy

NEW YORK, NY, November 29, 2007 — US BioEnergy Corp. and VeraSun Energy Corp. announced today they will combine in an all-stock deal. Under the agreement, 0.81 shares of VeraSun stock will be issued for each outstanding share of US BioEnergy, and the combined company is projected to have a market capitalization of approximately $1.5 billion. Covington & Burling ...

Chambers and Legal 500 UK Recommend Covington in 20 Categories

LONDON, November 21, 2007 - This autumn Chambers and Legal 500 UK have recognised the London office of Covington & Burling in a combined 20 categories, praising the firm’s experts for “creative and commercial thinking” and “outstanding expertise” as well as “diversity of skills.” The firm’s London office has also achieved seven individual rankings and a further ...

Covington Advises Merrill Lynch on Celgene’s $2.9 Billion Acquisition of Pharmion

NEW YORK, NY, November 19, 2007 — Celgene Corporation and Pharmion Corporation announced the signing of a definitive merger agreement under which Celgene will acquire Pharmion for approximately $2.9 billion. Covington & Burling LLP advised Merrill Lynch, Pierce, Fenner & Smith Incorporated, financial advisor to Celgene, on the transaction, which is expected to ...

Covington Advises Technisource on Spherion Acquisition

NEW YORK, NY, November 16, 2007 — Technisource, Inc. announced it has signed a definitive agreement to be acquired by Spherion Corporation for total consideration of $140 million. Covington & Burling LLP advised Technisource on the transaction. Spherion Corporation is a leading recruiting and staffing company that provides integrated solutions to meet the ...

Covington Advises OTE in €2.8B Cash Tender Offer for Outstanding Shares of Cosmote

NEW YORK, NY, November 15, 2007 — Hellenic Telecommunications Organization S.A., the Greek landline telephone company known as OTE that is listed on the Athens, London, and New York stock exchanges, has announced its tender offer for all issued and outstanding shares of Cosmote Mobile Telecommunications S.A., the Greek wireless carrier listed in Athens and ...

Covington Advises Mainfreight on Acquisition of Target Logistics

NEW YORK, NY, November 1, 2007 — Mainfreight Limited has completed its acquisition of AMEX-listed Target Logistics, Inc. in an all-cash transaction. Covington & Burling LLP advised Mainfreight on the transaction. Mainfreight is a global supply chain logistics provider with approximately 3,000 team members based in operations in New Zealand, Australia, Asia, and ...

Covington Advises Fiber Composites on Acquisition of LP’s WeatherBest

NEW YORK, NY, October 30, 2007 — Fiber Composites has completed its previously announced acquisition of Louisiana-Pacific Corporation’s (LP’s) WeatherBest decking and railing business and manufacturing and distribution facility in Meridian, Idaho. Covington & Burling LLP advised Fiber Composites on the transaction. Fiber Composites is a leading manufacturer of ...

Covington Advises Washington Post on CourseAdvisor Acquisition

WASHINGTON, DC, October 15, 2007 — Covington & Burling LLP advised The Washington Post Company in its acquisition of CourseAdvisor, Inc. The Washington Post Company is a diversified media and education company whose principal operations include newspaper and magazine publishing, educational and career services, television broadcasting, cable television systems, ...

Covington Advises TouchTunes Music Corporation on White Rabbit Acquisition

NEW YORK, NY, October 12, 2007 — TouchTunes Music Corporation, the largest on-location digital entertainment network, has announced its acquisition of White Rabbit Game Studio, creators of PlayPorTT and developers of portable, on-location game systems. Covington & Burling LLP advised TouchTunes on the transaction. White Rabbit executives and employees will form ...

Covington Advises Merrill Lynch on PerkinElmer Deal

NEW YORK, NY, October 1, 2007 — PerkinElmer, Inc. and ViaCell, Inc. today announced the signing of a definitive agreement under which PerkinElmer will acquire ViaCell for approximately $300 million. Covington & Burling LLP advised Merrill Lynch & Co., financial advisor to PerkinElmer, on the transaction, which is expected to close in the fourth quarter of 2007. ...

Covington Recognized in More than Twenty Practice Areas in Inaugural Edition of Legal 500 US

WASHINGTON, DC, September 28, 2007 — In its inaugural year, The Legal 500 US has recognized Covington & Burling LLP’s practice excellence in 23 fields. Compiled in four volumes published in 2007, the Legal 500 US singles out the following practices: Broadcasting and Digital Buyouts: sub-$1b Copyright - regional Copyright Litigation - regional Data ...

Covington Receives 115 Individual Mentions in 2008 Edition of Best Lawyers

WASHINGTON, DC, September 6, 2007 — Covington & Burling LLP received 115 individual mentions in 38 areas of law in the 2008 edition of The Best Lawyers in America. This annual compilation of top US lawyers is based on peer-review surveys and is used as a referral guide in the legal profession. The recipients are as follows: Administrative: E. Edward Bruce and ...

Covington Advises Perella Weinberg on Lamson & Sessions Acquisition

NEW YORK, NY, August 17, 2007 — Lamson & Sessions announced that it has entered into a definitive merger agreement to be acquired by Thomas & Betts Corporation for approximately $450 million in cash. Covington & Burling LLP advised Perella Weinberg Partners, financial advisor to Lamson & Sessions, on the transaction. Perella Weinberg Partners is an independent, ...

Covington Advises Goodyear in $1.475 Billion Transaction

NEW YORK, NY, August 1, 2007 — The Goodyear Tire & Rubber Company and The Carlyle Group announced today that The Carlyle Group has completed its acquisition of Goodyear’s engineered products division for $1.475 billion. Covington & Burling LLP advised Goodyear in the transaction, which was announced on March 23, 2007. Goodyear is the world's largest tire ...

Covington Advises UBS on Ryerson Acquisition

NEW YORK, NY, July 24, 2007 — Ryerson Inc. announced today that it has entered into a definitive merger agreement to be acquired by Platinum Equity, a leading private equity firm, in a transaction valued at approximately $2 billion. Under the terms of the agreement, an affiliate of Platinum Equity will acquire all of the outstanding shares of Ryerson common and ...

Covington Advises Moscow CableCom Special Committee in Merger with Renova Media

NEW YORK, NY, July 19, 2007 — Moscow CableCom Corp. and Renova Media Enterprises Ltd. jointly announced today that they have completed the previously announced merger under the terms of which Renova Media, the largest holder of Moscow CableCom’s voting securities, has acquired all of the equity securities of Moscow CableCom that it did not previously own. ...

Covington Advises GSI and Charlesbank on Centerbridge Partners Acquisition

NEW YORK, NY, June 26, 2007 — The GSI Group, Inc. announced that its parent company, GSI Holdings Corp., which is controlled by Charlesbank Capital Partners, has entered into an agreement pursuant to which affiliates of Centerbridge Partners, L.P. will acquire a majority stake. Covington & Burling LLP advised The GSI Group and Charlesbank Capital Partners on the ...

Covington Receives 44 Practice, 74 Individual Mentions in 2007 Chambers USA Guide

WASHINGTON, DC, June 18, 2007 — Covington & Burling LLP received 44 practice mentions and 74 individual mentions in the newly released 2007 Chambers USA guidebook. The 2007 edition of Chambers USA attempts to identify the most skilled legal practitioners throughout the country based on the qualities most valued by clients. Covington attorneys have been ...

Covington Represents Greenhill in Ceridian Acquisition

NEW YORK, NY, May 31, 2007 — Ceridian Corporation, Thomas H. Lee Partners, L.P. ("THL Partners") and Fidelity National Financial, Inc. announced that they have entered into a definitive merger agreement under which Ceridian will be jointly acquired by THL Partners and FNF in an all cash transaction valued at approximately $5.3 billion. Covington & Burling LLP ...

Covington Advises UBS on Atlas Energy Deal

NEW YORK, NY, May 21, 2007 — Atlas Energy Resources, LLC announced that it has signed a definitive purchase agreement to acquire DTE Gas & Oil Company, a wholly owned subsidiary of DTE Energy Company, for $1.225 billion in cash. Covington & Burling LLP advised UBS Investment Bank, financial advisor to Atlas Energy, on the transaction, which is expected to close ...

Covington Advises Perella Weinberg on OMI Deal

NEW YORK, NY, April 18, 2007 — Teekay Shipping Corporation, A/S Dampskibsselskabet TORM, and OMI Corporation announced that Teekay and TORM have entered into a definitive agreement to acquire OMI for $2.2 billion or $29.25 per share in cash. Covington & Burling LLP advised Perella Weinberg Partners, financial advisor to OMI, on the transaction. Teekay and TORM ...

Covington Advises UBS on Innkeepers Deal

NEW YORK, NY, April 18, 2007 — Innkeepers USA Trust announced that it has entered into a definitive agreement to be acquired by Apollo Investment Corporation for $1.5 billion or $17.75 per share in cash. Covington & Burling LLP advised UBS Investment Bank, financial advisor to Innkeepers, on the transaction, which is expected to close in the second quarter of ...

Covington Advises Greenhill in Sallie Mae Deal

NEW YORK, NY, April 16, 2007 — Sallie Mae announced today its $25 billion sale to private equity firms, JC Flowers and Friedman, Fleischer & Lowe who combined for the acquisition with JPMorgan Chase and Bank of America. Covington & Burling LLP represented Greenhill & Co., financial advisor to the Special Committee of Sallie Mae, in the deal. The Covington team ...

Covington Advises Thomson Corporation on Sale of Medical Education Business

NEW YORK, NY, April 16, 2007 — The Thomson Corporation closed the sale of its Thomson Medical Education business to ABRY Partners, a Boston based private equity firm. Covington & Burling LLP advised The Thomson Corporation on the transaction. The Thomson Corporation is a leading global provider of integrated information-based solutions to business and ...

Covington Announces Ten New Counsel

WASHINGTON, DC, April 3, 2007 — Covington & Burling LLP has announced the promotion of four new Of Counsel and six new Special Counsel.The four new Of Counsel are Daniel P. Cooper, Christian Neira, Matthew J. O’Connor, and Kevin J. Shortill.Daniel P. Cooper advises on European privacy and data protection matters, as well as on contentious and non-contentious ...

Covington Advises KKR and Texas Pacific on TXU Corp. LBO

WASHINGTON, DC, February 26, 2007 — Private equity firms Kohlberg Kravis Roberts & Co. (KKR) and Texas Pacific Group (TPG) announced today that they have agreed to acquire Texas power company TXU Corp. for $45 billion. Covington & Burling LLP advised KKR and TPG on environmental, regulatory, and other governmental and public policy aspects of the transaction, ...

Covington Advises Bear Stearns in $1.4B Equifax Acquisition

NEW YORK, NY, February 16, 2007 — Equifax Inc. and TALX Corporation announced on February 14, 2007 that Equifax will acquire TALX in a stock and cash transaction valued at approximately $1.4 billion, including the assumption of debt. Covington & Burling LLP advised Bear Stearns & Co. in the deal, which is expected to close in the late second or early third ...

Covington Advises Pfizer in Acquisition of BioRexis

NEW YORK, NY, February 1, 2007 — Covington & Burling LLP advised Pfizer in the acquisition of BioRexis, a privately held biopharmaceutical company. The transaction is expected to close in the first or second quarter of 2007. The financial terms of the transaction were not disclosed.BioRexis is developing long-acting GLP-1 receptor agonists for the potential ...

Covington Advises Coty in Sale of Calgon and Healing Garden Brands

NEW YORK, NY, January 22, 2007 — Covington & Burling LLP advised Coty Inc. in its $125 million sale of the Calgon® and healing garden® brands, the number one and two brands respectively in the specialty bath sector, to Ascendia Brands, Inc. The transaction is expected to close in the first quarter of 2007.Coty Inc. is the world’s largest fragrance company with ...

Covington Advises Oregon Steel in $2.3 Billion Acquisition by Evraz Group

NEW YORK, NY, January 17, 2007 — Evraz Group S.A. announced that it successfully completed its tender offer for Oregon Steel Mills, Inc. (NYSE: OS) common stock for $63.25 per share, with approximately 91.5% of the outstanding shares of common stock of Oregon Steel Mills tendered into the offer. The tender offer was the first step of the previously announced ...

Dianne Coffino and Ben Hoch Join Covington’s Corporate Reorganization and Bankruptcy Practice; Jack Bodner Joins Covington’s Mergers and Acquisitions Practice

NEW YORK, NY, December 19, 2006 — Covington & Burling LLP announced today that Jack Bodner, Dianne Coffino, and Ben Hoch have joined the firm as partners. Ms. Coffino and Mr. Hoch join Covington’s corporate restructuring and bankruptcy practice group, and Mr. Bodner joins Covington’s mergers and acquisitions group. All three will be resident in the firm’s New ...

Covington Advises Washington Post in Sale of Tech Media Assets to 1105 Media

WASHINGTON, DC, December 8, 2006 — The Washington Post Company and 1105 Media, Inc. announced today that they have reached an agreement under which 1105 Media will acquire The Post’s government publishing and events group, which is known as Post Newsweek Tech Media. Post Newsweek Tech Media includes Government Computer News, Washington Technology, Government ...

Covington Advises Diamond Castle Holdings in Acquisition of Bluestone Television

WASHINGTON, DC, November 15, 2006 — An affiliate of Diamond Castle Holdings LLC announced the acquisition of BlueStone Television LLC for $230 million. Covington represented and advised Diamond Castle with respect to the FCC and broadcast industry aspects of the transaction, which is expected to close in the first half of 2007. Diamond Castle is a New York based ...

Covington Advises Abbott Laboratories in $3.7 Billion Acquisition of Kos Pharmaceuticals, Inc.

NEW YORK, NY, November 6, 2006 — Abbott Laboratories (NYSE: ABT) announced the acquisition of Kos Pharmaceuticals (NASDAQ: KOSP) through a cash tender offer of $78.00 per common share, or $3.7 billion. Covington & Burling LLP represented Abbott in the transaction. Abbott is a global, broad-based health care company devoted to the discovery, development, ...

Covington Advises JLG Industries in $3.2 Billion Merger into Oshkosh Truck Corporation

WASHINGTON, D.C., October 16, 2006 — The board of directors of JLG Industries, Inc. (NYSE: JLG) has approved an all cash offer of $28.00 per common share to merge with, and become, a subsidiary of Oshkosh Truck Corporation (NYSE: OSK). According to JLG’s press release, the $3.2 billion merger is dependent on the approval of JLG shareholders. The transaction is ...

Covington Advises Hanesbrands in Spin-Off from Sara Lee

<?xml:namespace prefix="st1"?><st1:state w:st="on">WASHINGTON</st1:state>, D.C., September 29, 2006 — <st1:city w:st="on"><st1:place w:st="on">Covington</st1:place></st1:city> represented Hanesbrands Inc. in its recent spin-off from the Sara Lee Corporation. Hanesbrands began trading on the New York Stock Exchange under the ticker symbol HBI on September 6. ...

Covington Represents Olmeca Investments and Nautilus Gibraltar in Sale of Stock of Cablemás

NEW YORK, NY, September 26, 2006 — Covington & Burling LLP represented financial investors Olmeca Investments B.V. and Nautilus Gibraltar, SPRL in connection with their agreement to sell their stake in Cablemás, S.A. de C.V., the second largest cable television operator in México, to the founding family of Cablemás. The transaction is expected to close by ...

Covington Represents Eisai In $205 Million Acquisition of Four Oncology-Related Products

WASHINGTON, D.C., September 13, 2006 — Covington represented both Eisai Co., Ltd. and Eisai Inc. in the recent $205 million product acquisition agreement with Ligand Pharmaceuticals. Eisai obtained exclusive global rights to four products, including ONTAK®, Targretin® capsules, Targretin® 1% gel and Panretin® 0.1% gel. This acquisition will help to ...

Covington Advises Société Générale, Cowen in Private Equity Deal

NEW YORK, NY, July 10, 2006 - Covington & Burling LLP advised Société Générale and SG Cowen & Co., LLC, a wholly owned subsidiary of SG, in the private sale of the portfolio companies in the SG Merchant Banking Fund to a new fund sponsored by Paul Capital Partners. The Covington team included Scott Smith, J. D. Weinberg, Peter Bognadow, Rob Heller (tax), ...

Covington Advises Kerr-McGee in $18 Billion Merger into Anadarko

NEW YORK, June 23, 2006 - The board of directors of Kerr-McGee Corp. (NYSE: KMG) has approved an all cash offer of $70.50 per common share to merge into Anadarko Petroleum Corp. (NYSE: APC). According to Kerr-McGee's press release , the $18 billion merger is dependent on the approval of Kerr-McGee stockholders. It is expected to be finalized by the end of ...

Chambers USA Recognizes 50 Covington Lawyers in 27 Fields

WASHINGTON, DC, June 5, 2006 - Fifty Covington & Burling lawyers practicing in 27 fields and in each of the firm's US offices were recognized as "leaders in their field" in this year's edition of Chambers USA - America's Leading Business Lawyers. The 2006 edition of Chambers USA, which was released June 2, 2006, attempts to identify the most skilled legal ...

Covington Advises AudioCodes in $85 Mil Acquisition of Nuera Communications

NEW YORK, NY, May 17, 2006 - Covington & Burling advised AudioCodes in its agreement to acquire Nuera Communications. The transaction will consist of payment of $85 million in cash to the stockholders of Nuera, subject to reduction for certain expenses, plus an earn out arrangement under which AudioCodes has agreed to pay up to an additional $5 million if ...

Covington Advises Perseus in SeaMobile's Acquisition of MTN

WASHINGTON, D.C., May 15, 2006 - Covington represented Perseus, LLC in SeaMobile's acquisition of Maritime Telecommunications Network, Inc. (MTN). MTN was a portfolio company of Perseus, LLC, a private equity fund management company based in Washington, DC and New York City. SeaMobile, based in Seattle and founded in 2005, provides wireless voice, data and ...

Covington Advises Pfizer in Acquisition of Rinat Neuroscience

NEW YORK, NY, April 18, 2006 - Covington advised Pfizer Inc. in the acquisition of Rinat Neuroscience Corp., a privately held biotechnology company. The financial terms of the transaction were not disclosed.Rinat discovers, develops, and commercializes protein therapeutics for diseases and disorders of the nervous system. Rinat is working on a potential new ...

Covington Advises Beverly Enterprises, Inc. in $2.2B Acquisition by Pearl Senior Care

WASHINGTON, D.C., March 15, 2006 - Covington advised the independent directors of Beverly Enterprises, Inc. (BEI) in its $2.2 billion acquisition by Pearl Senior Care, an affiliate of Fillmore Capital Partners, LLC. Pearl Senior Care replaced North American Senior Care (NASC), a company formed by a group of private investors, in November 2005, when NASC could ...

Covington Advises Beverly Enterprises, Inc. in $2.2B Acquisition by Pearl Senior Care

Peter Cooke, Leading Employment Lawyer, Joins Covington

LONDON, UK, February 20, 2006 - Covington & Burling announced today that Peter Cooke has joined the firm as of counsel and will lead Covington's European Employment Law Group. Mr. Cooke is resident in the firm's London office. Mr. Cooke has experience advising on the employment law aspects of acquisitions, outsourcing and other corporate transactions, employee ...

Covington Advises Perseus LLC in Workflow Management Inc.'s Acquisition of The Relizon Company

NEW YORK, NY, December 22, 2005 - Covington represented Perseus LLC, in Workflow Management Inc.'s acquisition of The Relizon Company. Workflow is a portfolio company of Perseus, a merchant bank and private equity fund management company. Workflow Management Inc. is the parent company of WorkflowOne, United Envelope, and Freedom Graphics. Its acquisition of ...

Covington Advises Kerr-McGee Spin-off, Tronox Inc., in IPO and Related Debt Financings

WASHINGTON, D.C., December 9, 2005 - Covington & Burling represented Tronox Inc. in the completion of its initial public offering and related debt financings valued at approximately $800 million. Tronox's IPO involved 17,480,000 shares of its Class A common stock and approximate gross proceeds of $245 million. Covington also advised on related debt ...

Covington & Burling Advises Charlesbank on Zenith Products Acquisition

WASHINGTON, D.C., December 9, 2005 - Covington & Burling advised Charlesbank Capital Partners, LLC, a leading middle-market private equity investment firm, on its acquisition of Zenith Products from Masco Corporation. Zenith is a leading designer and manufacturer of bathroom storage products and accessories for the retail market. The transaction was funded ...

Covington & Burling Advises Medarex on Biotechnology Acquisition

LONDON, UK, October 14, 2005 - Covington & Burling assisted Medarex, the biopharmaceutical company focused on human antibody-based therapeutics to treat life-threatening and debilitating diseases, on the acquisition by its subsidiary Celldex Therapeutics Limited of privately held biotechnology company, Lorantis Ltd. Celldex will acquire Lorantis for 6.8 ...

Covington & Burling Announces Ten New Partners

WASHINGTON, D.C., October 3, 2005 - Covington & Burling announced the election of ten new partners, effective October 1. Stuart Stock, chair of the firm's management committee, commented: "These exceptional lawyers reflect the strength, excellence and diversity of the firm, and the continuing growth of our practices across the firm." Covington's newest partners ...

Covington Advises BUPA in Acquisition of Latin American and Caribbean Businesses

WASHINGTON, D.C., September 19, 2005 - Covington & Burling advised British United Provident Association (BUPA) in its acquisition of AMEDEX Insurance Company, a US-based insurer with headquarters in Miami and operations throughout Latin America and the Caribbean. AMEDEX insures over 100,000 people in 42 countries. The terms of the transaction, which closed ...

Covington Advises Certegy Board on Fidelity Transaction

WASHINGTON, D.C., September 15, 2005 - Covington & Burling represented the Board of Directors of Certegy, Inc. in its merger agreement with Fidelity National Information Services (FIS), a subsidiary of Fidelity National Financial, Inc. The transaction will combine operations to form a single publicly traded entity. According to the terms of the agreement, ...

The Best Lawyers in America Recognizes 46 Covington Lawyers

WASHINGTON, D.C., September 13, 2005 - Forty-six Covington & Burling lawyers practicing in 27 fields were recognized in the 2006 edition of The Best Lawyers in America. The number of Covington lawyers listed increased by over 40% from the last edition. This biennial compilation of top U.S. lawyers is based on peer-review surveys and is used as a referral guide ...

Covington Advises Perseus on $212 Million Haggar Transaction

WASHINGTON, D.C., September 1, 2005 - Covington & Burling advised Perseus LLC, a merchant bank and private equity fund management company, in the acquisition of Dallas-based clothing maker Haggar Corp. Perseus, along with Infinity Associates LLC and Symphony Holdings Limited, acquired Haggar in a transaction valued at approximately $212 million. According to ...

Covington Advises Mexico's Grupo Editorial Expansión in Acquisition by Time, Inc.

NEW YORK, NY, August 22, 2005 — Covington & Burling advised Grupo Editorial Expansión (GEE) and its parent, Grupo Editorial Medcom (Medcom), in connection with the acquisition of GEE by Time, Inc. Financial terms of the transaction were not disclosed. GEE is the premier publisher of high-end consumer and business magazines in Mexico. Its portfolio of 15 titles ...

Covington Advises Emory University in $540 Million Pharmaceutical Royalty Sale

NEW YORK, NY, July 21, 2005 - Covington & Burling advised Emory University in the sale of its emtricitabine royalty interest to Gilead Sciences and Royalty Pharma for $540 million. The royalty interest was sold through means of an auction run by Citigroup Global Markets, financial advisor to Emory University, and is the largest known sale of a royalty stream ...

Covington Advises Coty on $800 Million Acquisition of UCI

WASHINGTON, D.C., May 20, 2005 - Covington & Burling advised Coty Inc. on the acquisition of Unilever's global prestige fragrance business, Unilever Cosmetics International (UCI). According to the terms of the agreement, Coty will purchase the business for $800 million in cash at the closing. Coty Inc. is one of the largest beauty companies in the world, with ...

Covington Advises Mobile Satellite Ventures and TerreStar in $200M Financing

WASHINGTON, D.C., May 11, 2005 - Covington & Burling advised Mobile Satellite Ventures and TerreStar Networks Inc. in connection with a recently announced private equity deal. According to the terms of the transaction, Motient Corp., an owner of MSV, purchased $200 million of TerreStar's common stock. After the deal, Motient Corp. will own approximately 61% ...

Covington Advises UBS on $9 Billion Duke Energy Transaction

NEW YORK, NY, May 10, 2005 - Covington & Burling represented UBS as financial advisor to Duke Energy Corp. in its recently announced merger agreement with Cinergy Corp. The all stock transaction is valued at about $9 billion, with each common share of Cinergy converting to 1.56 shares of Duke Energy. The newly formed company, called Duke Energy Corporation, ...

Covington Advises Reliance Infocomm Limited in $750m Financing

WASHINGTON, D.C., March 14, 2005 - Covington & Burling advised Reliance Infocomm Limited in connection with its $750 million financing from the Export-Import Bank of the United States and Export Development Canada. The financing was provided to assist Reliance Infocomm in building a state of the art telecommunications infrastructure for India -- the largest ...

Covington Advises Pfizer in Acquisition of Idun

NEW YORK, NY, February 25, 2005 - Covington & Burling represented Pfizer, Inc. in its agreement to acquire Idun Pharmaceuticals, Inc. The acquisition of Idun, a biopharmaceutical company focused on the discovery and development of therapies to control apoptosis, is expected to close during the second quarter of the year. "The acquisition of Idun is a further ...

Covington Advises ATD, Charlesbank in Private Equity Deal

NEW YORK, NY, February 9, 2005 - Covington & Burling advised American Tire Distributors, Inc. and its majority shareholder, Charlesbank Capital Partners, LLC, in an agreement under which Investcorp, a global investment group, will purchase ATD from Charlesbank. American Tire Distributors is the leading national distributor of tires to the replacement tire ...

Covington Advises Washington Post in Acquisition of Slate

WASHINGTON, D.C., December 22, 2004 - Covington & Burling advised The Washington Post Company on its agreement with Microsoft Corp. to acquire Slate, the pioneering online magazine. Slate Magazine, which appears on the MSN webpage, has been owned and operated by Microsoft since its launch in 1996. Under the terms of the deal, Washingtonpost.Newsweek ...

Covington Assists Thomson in Acquisition of Information Holdings

NEW YORK, NY, July 7, 2004 - Covington & Burling represented The Thomson Corporation ("Thomson"), a global leader in information solutions, in its merger agreement with Information Holdings Inc. ("IHI"). The merger with IHI, a company that specializes in intellectual property and regulatory information, will strengthen Thomson's Scientific and Healthcare ...

Kerr-McGee and Westport Resources Complete Merger

NEW YORK, NY, June 29, 2004 - The stockholders of Kerr-McGee Corp. (NYSE: KMG) and Westport Resources Corp. (NYSE: WRC) approved the merger of the companies on June 25, 2004 during special meetings of the stockholders of each company. The transaction now has been completed. Covington & Burling represented Kerr-McGee Corp., an Oklahoma City-based oil and ...

Covington & Burling Announces Five New Partners

October 2, 2003 - WASHINGTON, D.C. - Covington & Burling announced the election of five new partners, effective October 1, 2003. "These fine individuals and lawyers, who very much represent the future of our firm, reflect the firm's strengths and diversity, coming as they do from four of the firm's five offices and ranging across our corporate, life sciences, ...

Covington & Burling Announces Eight New Partners

October 3, 2002 - WASHINGTON, D.C. - Covington & Burling announced that eight attorneys have been elected to the partnership, effective October 1, 2002. New partners in Covington's Litigation Practice include Georgia Kazakis and Edward H. Rippey. Michael S. Labson is a new partner in the firm's Food and Drug and Life Sciences Practices. Erin M. Egan and Jennifer ...

Covington Advises Riptech, Inc. in Its Acquisition by Symantec, Inc.

August 21, 2002 - WASHINGTON, D.C - Covington & Burling represented Riptech, Inc., a leading provider of scalable, real-time managed security services, in its sale to Symantec, Inc. which was consummated on August 19, 2002. Symantec paid an aggregate of $145 million in cash for privately-held Riptech. The combination of Symantec and Riptech will create a global ...

Covington Advises Bacardi Limited in Its Acquisition of Tequila Cazadores

June 24, 2002, WASHINGTON, D.C. - Covington & Burling today announced that it represented Bacardi Limited and its subsidiaries in their acquisition of trademarks and other intangible and tangible assets from Tequila Cazadores, S.A. de C.V. and its affiliates. A long-term supply agreement for blue agave, the cactus-like plant from which tequila is made, was also ...

Covington Advises USA Interactive in Its Acquisition of Interval International

June 3, 2002 - NEW YORK, NY - Covington & Burling represented USA Interactive (NASDAQ: USAI) in its agreement announced on May 31 to acquire Interval International through the acquisition of its holding company, Interval Acquisition Corp., from Willis Stein & Partners, a Chicago-based private equity investment firm, and other investors. USA Interactive agreed to ...

Covington & Burling Announces New Counsel

May 8, 2002 - WASHINGTON, NEW YORK, LONDON & SAN FRANCISCO - Covington & Burling has promoted seven attorneys to counsel positions effective April 1, 2002. The new counsel are Dennis B. Auerbach, Wendy L. Feng, Marie A. Lavalleye, John B. Maclay, Lucinda Osborne, Lisa Peets and Elaine W. Stone. Mr. Auerbach is Of Counsel in the Washington office. His ...

Covington Adds Two Corporate Partners in London

March 7, 2002 - LONDON, U.K. - Covington & Burling announced today that Simon Goodworth and Simon Currie, corporate partners, will be joining from Theodore Goddard. Covington recently announced that David Hinds, a senior tax partner, joined from SJ Berwin and James R. Beery, formerly General Counsel of GlaxoSmithKline, is joining as Senior Of Counsel. Simon ...

Covington Completes UBS Warburg Acquisition of Enron Natural Gas & Power Trading Business and Enron Online

February 12, 2002 – NEW YORK – Covington & Burling announced today that it assisted UBS Warburg in the completion of UBS Warburg’s acquisition of Enron Online and its natural gas and power trading business from the bankruptcy estate. The new business has been branded www.UBSWenergy.com and is expected to commence trading this month. The transaction required ...

Covington Advises Ocular Networks in Its Acquisition by Tellabs

January 14, 2002 - WASHINGTON, D.C. and NEW YORK, NY - Covington & Burling represented Ocular Networks, Inc., a leading next-generation optical solutions company, in its sale to Tellabs Inc., which was consummated today. Tellabs paid an aggregate of $355 million in cash and stock options for privately-held Ocular Networks. Tellabs will retain Ocular’s Reston, ...

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The American Lawyer Global Legal Awards, "Global M&A Deal of the Year: Japan" (2017)
Corporate Board Member - America’s Best Corporate Law Firms (2017)
- Ranked among the top 25 firms nationally
Latinvex Top Law Firms: Top Corporate/M&A Firms (2016-2019)
U.S. News-Best Lawyers “Best Law Firms” (2015)
- Mergers and Acquisitions Law (National)
Chambers Latin America (2019)
- Corporate/M&A
Chambers USA (2019)
- Corporate/M&A - DC and NY
Chambers Global (2020)
- Corporate/M&A (India)
Chambers UK (2020)
- Corporate/M&A - Mid-Market
Chambers Asia-Pacific (2019)
- Corporate/M&A (International Firms - India)
Best Lawyers in America (2020)
- Mergers & Acquisitions
Legal 500 US (2017)
- M&A: Large deals ($1B+)
Legal 500 UK (2016)
- Corporate and commercial/M&A: upper mid-market and premium deals, £250m+
Legal 500 Latin America (2016)
- Corporate and M&A

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Top 10 Political Red Flags in M&A Law360

Leading California Technology M&A Lawyer Joins Covington

Back to the Future? Representations & Warranties Insurance in Latin American Transactions Deal Points

Mergers and Acquisitions

Representative Matters

Merck on €2.1 Billion Acquisition of Animal Health Company

Argentinian Payments Company on Sale with Enterprise Value of $1.42B

Illumina in $1.2 Billion Deal with Pacific Biosciences

Investcorp on Acquisition of HR Software Provider

Mexichem in Netafim Stake Acquisition

Bacardi Transaction

Indian Energy Limited Takeover

JLG in Merger of Heavy-Duty Commercial Vehicle Companies

Joy Global Acquisition of Heavy Construction Equipment Manufacturer

Joy Global Acquisition of Mining Equipment Manufacturer

Kamylon Sale of Wheel Manufacturing Assets

Kerr-McGee Acquisition

LightBridge Communications in Cross-Border Acquisition

Launch of LA Dodgers Regional Sports Network

Linzor Capital Partners Retail Merger in Mexico

Blockchain Asset Acquisition

Advised UK-headquartered Software Developer

KKR and Texas Pacific Group Acquisition of TXU Corp.

Vivint Solar Acquisition by SunEdison

Residential Solar Division Sale to groSolar

$1.6 billion Acquisition Creates Mexico’s Largest Pension Fund

Acquisition for global fashion brand

Acquisition of A123 Systems by Wanxiang America

Acquisition of Bank Holding Company in Wyoming

Snow Phipps’ Creation of Acentia

Acquisition of Leading Pharmaceutical Contract Development and Manufacturing Company

Acquisition of the New Orleans Hornets

Acquisition of Unilever’s Global Prestige Fragrance Business

Allergan Acquisition of Aesthetics Biopharmaceuticals Company

Altice Cross-Border Telecoms Acquisition

Altice’s $9.1 Billion Suddenlink Acquisition

Aristocrat Leisure in Casino Gaming Technology Acquisition

AstraZeneca Acquisition of Diabetes Products

AstraZeneca Investment in Respiratory Franchise

Atlas Pipeline Merger

Advising Private Equity Investor

Abbott Laboratories de-merger

Acquisition of Commercial Rights to Pelé Brand

Acquisition of Fashion Retailer Club 21

Advising on the Sale of Shares in a Joint Venture

Advised BenevolentAI on its $90 million Equity Investment from Temasek

Banorte Acquisition Creates Mexico’s Largest Pension Fund

BBVA in Fintech Acquisition

BCD Semiconductor Manufacturer Acquisition

Charlesbank in Acquisition of OTC Consumer Products Brands

ChemTrade in Cross-Border Acquisition

Contech Engineered Solutions in Acquisition of Stormwater Biofiltration Business

Facebook acquisitions

Famy Care Sale of Women’s Health Business

GHL in Acquisition of Voice and Data Mobile Satellite Services Provider

Golden State Warriors Sale

Grupo Sura in Peruvian Pension Fund Acquisition

HaloIPT Wireless Charging Technology Acquisition

Acquisition of U.S. Telecommunications Company

Pepco Holding's Conectiv Energy Sale

Pepco Holdings in its $6.83 billion sale

Peruvian Pension Fund Acquisition

Acquisitions and Sales of Pharmaceutical Manufacturing Facilities

Advise Software Company in Leveraged Buyout Transaction

Antitrust Aspects of XTO Energy Acquisition

Barrington Broadcasting's Arrangement with Granite Broadcasting

BBVA in Acquisition of Simple

Calpine Acquisitions

Check Point Software Technologies' Acquisition of NFR Security

ChemGen Corp. Merger with Eli Lilly

China Investment Corporations Acquisition of Interest in AES Corporation

China Medical Device Acquisition Due Diligence

Client in EU Opposing Merger of Two, U.S.-Based Telecom Service Providers

Client with Obtaining UK Merger Clearance

Community Bank Acquisitions by Simmons First National

Advising E.ON on the Sale of Various Entities

Electronic Arts in Acquisition of 19.9% Stake in Ubisoft Entertainment

Employment advice to AstraZeneca in major acquisition

Employment aspects of acquisition for luxury brand

Top 10 Political Red Flags in M&A
Law360

Leading California Technology M&A
Lawyer Joins Covington

Back to the Future? Representations & Warranties Insurance
in Latin American Transactions

Deal Points