Recent Los Angeles office mergers and acquisitions experience includes representing:
 
  • 1st Century Bancshares, in its acquisition by Midland Financial.
     
  • Amazon.com, in its $13.7 billion acquisition of Whole Foods Market and in its agreement with Plug Power to utilize Plug Power fuel cells and hydrogen technology in its fulfillment network.
     
  • Amgen, in its $1.16 billion acquisition of Micromet.
     
  • A fund managed by the Private Equity Group of Ares Management, in connection with its agreement to acquire a significant stake in American Tire Distributors.
     
  • Ares Management and Ontario Teachers’ Pension Plan Board, in their acquisition of CPG International and their sale of Serta and Simmons Bedding to Advent International (following representing Ares and Teachers’ in their acquisitions of Serta and Simmons).
     
  • ASAC II, an investment vehicle led by Activision Blizzard CEO Bobby Kotick and Co-Chairman Brian Kelly, in its purchase of approximately 172 million Activision shares from Vivendi, for approximately $2.34 billion in cash.
     
  • A subsidiary of AT&T, in the sale of its stake in América Móvil to Inmobiliaria Carso and Control Empresarial de Capitales.
     
  • AT&T, in numerous transactions including its pending acquisition of Time Warner; its $67 billion acquisition of DIRECTV; the $2 billion sale of its incumbent local exchange operations in Connecticut to Frontier Communications; its transaction to lease, sublease, sell or otherwise transfer to Crown Castle International wireless communications sites for approximately $4.83 billion in up-front cash proceeds; its $1.2 billion acquisition of Leap Wireless; its $1.9 billion purchase of spectrum in the 700 MHz B band from Verizon Wireless and Advanced Wireless Services spectrum licenses in several markets; its acquisition of Atlantic Tele-Network’s domestic retail wireless business; its acquisition of NextWave Wireless; its sale of AT&T Advertising Solutions and AT&T Interactive to an affiliate of Cerberus Capital; and its proposed $39 billion acquisition of T-Mobile USA from Deutsche Telekom, later withdrawn.
     
  • ATL Investco, in its acquisition of the Atlanta Hawks.
     
  • Barclays, in the $15.2 billion sale of its Barclays Global Investors business to BlackRock and the superceded proposed acquisition of BGI’s iShares business by CVC Capital Partners.
     
  • Bayer, in its $66 billion pending proposal to acquire Monsanto.
     
  • Billabong, in its sale of a 51.5 percent interest in Nixon to an investor group including Trilantic Capital Partners and senior management of Nixon.
     
  • Bucyrus International, in its $8.6 billion acquisition by Caterpillar.
     
  • Cardiome Pharma, in its acquisition of Correvio.
     
  • Cole Holdings, as owner of the external manager to Cole Credit Property Trust III, in connection with American Realty Capital Properties' unsolicited $9 billion offer, subsequently withdrawn, for Cole Credit and in its acquisition by Cole Credit Property Trust III.
     
  • Christopher Cole and certain other executives, in the $11.2 billion acquisition of Cole Real Estate Investments by American Capital Properties.
     
  • Columbia Banking System, in its acquisition of Intermountain Community Bancorp.
     
  • Cymer, in its $3.9 billion acquisition by ASML Holding.
     
  • Special committee to Dole Food, in the acquisition of Dole Foods by an investor group led by David H. Murdock, Dole’s chairman and chief executive officer.
     
  • Endo International, in its $2.6 billion acquisition of Auxilium Pharmaceuticals.
     
  • FilmYard Holdings, parent company of MIRAMAX, in connection with beIN MEDIA GROUP’s acquisition of 100% of MIRAMAX.
     
  • MacGregor Read and Eric Lindberg, Co-CEOs of Grocery Outlet, in connection with its definitive agreement to be acquired by affiliates of Hellman & Friedman along with Grocery Outlet’s senior management team from its principal owner Berkshire Partners.
     
  • Hanmi Financial, in its acquisition of Central Bancorp.
     
  • J2 Global, in its unsolicited proposal to acquire all of the outstanding shares of Carbonite for $15.00 per share in cash.
     
  • Kite Pharma, in its $11.9 billion acquisition by Gilead Sciences.
     
  • Microsoft, as provider of a $2 billion loan to the investor group led by Michael Dell and Silver Lake Partners that will take Dell private.
     
  • Moelis & Co., in its strategic alliance with Sumitomo Mitsui Banking (SMBC) and SMBC Nikko Securities.
     
  • On Assignment, in its definitive agreement to acquire privately-held Creative Circle for $570 million in cash and equity.
     
  • Ontario Teachers' Pension Plan, in its acquisition of PODS and its $470 million acquisition of SeaCube Container Leasing.
     
  • Optimer Pharmaceuticals, in its acquisition by Cubist Pharmaceuticals.
     
  • PacWest Bancorp, in its $849 million acquisition of Square 1 Financial and in its $2.3 billion merger with CapitalSource.
     
  • Peter Kim, founder and CEO of Hudson Clothing, LLC, a wholly-owned subsidiary of Joe's Jeans, in connection with Mr. Kim’s analysis of his alternatives with respect to Joe’s Jeans.
     
  • Sassoon Group, and supplemental deal counsel to International Coffee & Tea, in connection with the purchase of an undisclosed minority stake by a group of investors, including Advent International, CDIB Capital and Mirae Asset Private Equity in International Coffee & Tea for an undisclosed amount.
     
  • Savers Chairman Thomas Ellison and CEO Kenneth Alterman, in connection with the approximately $1.72 billion acquisition by Leonard Green and TPG Capital of all interests in Savers held by Freeman Spogli.
     
  • SK hynix, in its acquisition of the PCIe product line of Violin Memory for approximately $23 million in cash and the assumption of certain liabilities totaling $0.5 million; in its acquisition of Link-A-Media Devices; in its joint development agreement with Toshiba; its strategic alliance with ProMOS Technologies; its joint venture with STMicroelectronics; and its disposition of its logic semiconductor business to Citigroup Venture Capital.
     
  • Skype Global and Silver Lake Partners, in the $8.5 billion acquisition of Skype by Microsoft from a Silver Lake-led investor group.
     
  • SPO Partners, in the pending sale of its aggregates business, Aggregates USA LLC, to Vulcan Materials Company for $900 million in cash.
     
  • SPO Partners, in its sale of a 14.9 percent ownership stake in Advent Software to TPG Capital and its subsequent sale of the remaining 15 percent stake.
     
  • Teva Pharmaceutical Industries, in its proposal to acquire all of the outstanding shares of Mylan in a transaction valued at $82.00 per Mylan share.
     
  • Unified Grocers, in its $375 million acquisition by SUPERVALU.
     
  • Valeant Pharmaceuticals, in its $15.8 billion acquisition of Salix Pharmaceuticals Ltd.; its unsolicited offer to acquire Allergan Inc.; its acquisition of PreCision Dermatology; its $1.4 billion sale of aesthetic products to Galderma; its acquisitions of Medicis Pharmaceutical Corporation; QLT’s Visudyne business and Eyetech; and its aborted bid for Cephalon Inc.
     
  • Verily Life Sciences, an Alphabet company, in its $800 million investment by Temasek.
     
  • Versa Capital Management, in connection with the acquisition of Sport Chalet by Vestis Retail Group, which is owned by funds advised by Versa.
     
  • Wasserman Media Group, in its acquisition of Laundry Service.
     
  • Zynga, in its acquisition of NaturalMotion.
     
Recent Los Angeles office securities matters include:
 
  • Advent Software’s $196 million SEC-registered common stock offering, in which S&C acted as counsel to SPO Partners as selling shareholder.
     
  • AT&T, in multiple debt offerings, in which S&C acted as counsel to the underwriters.
     
  • Black Knight Financial’s $507 million SEC-registered IPO and NYSE listing and subsequent equity offering, in which S&C acted as counsel to the underwriters.
     
  • Central Pacific Financial’s $252 million (in aggregate) SEC-registered secondary offering and sale of common stock by ACMO-CPF and Carlyle Financial Services Harbor.
     
  • Central Pacific Financial’s $37 million secondary sale of 2.77 million shares of common stock by the U.S. Treasury Department through an underwritten offering, in which S&C acted as counsel to Sandler O’Neill & Partners as the sole underwriter.
     
  • City National, in multiple equity and debt offerings, in which S&C acted as counsel to the underwriters.
     
  • ClubCorp Holdings’ $252 million initial public offering and subsequent $286 million SEC-registered secondary offering of common shares by KSL Capital Partners, in which S&C acted as counsel to the underwriters.
     
  • Farmers Exchange Capital’s $335 million unregistered offering of trust surplus notes, in which S&C acted as counsel to the underwriters.
     
  • Fidelity National Financial’s $510 million SEC-registered common stock offering and multiple convertible and senior debt offerings, in which S&C acted as counsel to the underwriters.
     
  • J2 Global’s $250 million Rule 144A/Reg S senior notes offering, in which S&C acted as counsel to the issuer.
     
  • Mattel, in multiple debt offerings, in which S&C acted as counsel to the issuer.
     
  • Northrop Grumman, in multiple debt offerings, in which S&C acted as counsel to the underwriters.
     
  • Oaktree Capital’s $380 million initial public offering and subsequent equity follow-on offering, in which S&C acted as counsel to the underwriters.
     
  • OFS Capital’s $100 million initial public offering, in which S&C acted as counsel to the issuer.
     
  • PennyMac Mortgage Investment Trust’s $320 million initial public offering and multiple subsequent equity follow-on and debt offerings, in which S&C acted as counsel to the underwriters.
     
  • Terreno Realty’s $175 million initial public offering and multiple subsequent offerings of common and preferred stock offerings, in which S&C acted as counsel to the underwriters.
     
  • Tilly’s $142 million initial public offering, in which S&C acted as counsel to the underwriters.
     
  • Valeant Pharmaceuticals’ $1.67 billion SEC-registered common stock offering, in which S&C acted as counsel to the issuer.
     
  • Zions Bancorporation, in multiple common and preferred equity, warrants and senior and subordinated debt offerings, in which S&C acted as counsel to the issuer.
 
Recent Los Angeles office leveraged finance and restructuring experience includes representing:
 
  • Tinicum Capital Partners, with regard to Enesco’s (a portfolio company of Tinicum) refinancing and recapitalization transaction. As part of the refinancing, Enesco entered into a first lien credit facility with JPMorgan Chase Bank. In addition, Enesco Secured Lenders, an entity wholly owned by Tinicum and an affiliate of Tinicum, exchanged participation interests in an existing secured credit facility for a new second-lien term B loan.
     
  • TCW/Crescent Mezzanine, as lender of senior subordinated loans totaling $465 million in various acquisition financing matters used toward Hellman & Friedman Capital Partners VII’s acquisitions of Open Link Financial and SolArc for more than $950 million; and GTCR Golder Rauner’s $150 million acquisition of Protection One.
     
  • Pacific Sunwear of California, on a $60 million senior secured term loan agreement with Golden State Capital, a San Francisco-based private equity investor active in the retail sector. In connection with the term loan, PacSun issued convertible preferred stock to Golden Gate, which gives it the right to purchase up to 19.99 percent of PacSun’s currently outstanding common stock for a $1.75 per share exercise price.
 
Recent Los Angeles office litigation experience includes representing:
 
  • The CEO and co-chairman of Activision Blizzard and their affiliated investment partnership, in derivative and class-action litigation in Delaware relating to a transaction involving the restructuring of Vivendi’s formerly controlling interest in Activision.
     
  • Amgen, in class-action litigation in California and Delaware in connection with Amgen’s $10 billion acquisition of Onyx Pharmaceuticals.
     
  • AT&T, in class litigation in San Diego, California, in connection with AT&T’s pending offer to acquire Leap Telecom.
     
  • Cablevisions Systems, in obtaining dismissal, affirmed on appeal to the U.S. Court of Appeals for the Ninth Circuit, of an antitrust class action under Section 1 of the Sherman Act challenging agreements between programmers and cable operators that restrict how cable and satellite television programming may be distributed to prevent “a la carte” programming.
     
  • CIM Urban REIT, in derivative and class-action litigation in Texas relating to its merger with PMC Commercial.
     
  • The independent directors of Dole Foods, in connection with class-action litigation in Delaware and California relating to the going-private acquisition of Dole by its controlling stockholder David Murdock.
     
  • Enbridge, in litigation tried to a jury in Texas involving a failed joint venture to develop a natural gas pipeline.
     
  • Enbridge and its directors in a derivative lawsuit seeking to unwind the restructuring of an oil pipeline that occurred during the depths of the financial crisis.
     
  • Frank McCourt and his affiliated entities, in litigation and related matters involving his divorce from and ultimate settlement with Jamie McCourt, his dispute and settlement with Major League Baseball that led to the $2.15 billion sale of the Los Angeles Dodgers professional baseball team to Guggenheim Baseball Management, and subsequent efforts by Jamie McCourt to vacate the divorce judgment in the wake of the sale of the Dodgers. 
     
  • j2 Global Communications, in prosecuting multiple patent infringement actions involving electronic messaging patents.
     
  • JPMorgan Chase (JPMC), in numerous matters relating to residential mortgage-backed securities, including acting as national coordinating counsel to JPMC in connection with all of its RMBS litigation, which includes litigation arising from securitizations issued by WaMu and Bear Stearns as well as by JPMC itself. As such, the Firm has responsibility for developing the strategy and overseeing more than 70 securities and repurchase cases pending in multiple state and federal jurisdictions, as well as various regulatory matters. S&C played a key role in leading JPMorgan through its recently announced $13 billion settlement with the U.S. Department of Justice and its pending $4.5 billion settlement of certain repurchase and servicing claims.
     
  • JPMorgan Chase in numerous litigations arising out of its acquisition of the assets of Washington Mutual from the Federal Deposit Insurance Corporation, including a multiyear bankruptcy litigation that ended with the resolution of $15 billion in claims as part of a confirmed plan of reorganization; litigation with former WaMu bondholders that included an appeal to the D.C. Circuit; successfully defending litigation in California relating to a Ponzi scheme allegedly facilitated by WaMu that involved an appeal to the Ninth Circuit; litigation with the FDIC in Washington D.C., over responsibility for numerous claims against Washington Mutual; and various ancillary claims in different jurisdictions across the country.
     
  • NXP Semiconductors, in connection with a series of cases, including an International Centre for Dispute Resolution arbitration, in which an Israeli company sought $80 million in damages on a counterclaim related to a set-top box venture. Four days into the arbitration hearing, the Israeli firm dismissed its case and agreed to release NXP and its affiliates for zero consideration.
     
  • Philips Electronics, in numerous matters, including an antitrust class action and related governmental investigations in connection with the sale of thin film transistor liquid crystal display panels; various consumer class actions, including a multidistrict litigation challenging the industrywide use of Bisphenol-A in baby bottles and related products; and a class action relating to defects in electrical components of Philips/Magnavox flat-screen televisions.
     
  • Standard Chartered Bank, in a complex set of cases involving claims brought by customers invested in Madoff feeder funds who claimed the bank failed to perform adequate due diligence on the funds or improperly charged them fees based on incorrect account valuations.
     
  • Stifel Financial (formerly Thomas Weisel Partners), in a fully litigated Financial Industry Regulatory Authority enforcement proceeding that charged the firm with fraud in connection with certain transactions involving auction-rate securities.
     
  • Thomas Weisel, in qui tam litigation in Washington, D.C., brought by Floyd Landis on behalf of the U.S. Postal Service under the False Claims Act relating to alleged doping by Lance Armstrong and others on the USPS cycling team.