Mayer Brown Ranked Among Top Firms for Corporate Transactions
Mayer Brown has been ranked among the top nine US law firms in the corporate transactions market by BTI Consulting. This ranking was based on feedback from more than 150 corporate counsel responsible for transactions at Fortune 1000 and other large companies. BTI stated that Mayer Brown delivers an extraordinary performance in transactions and earns a superior rating in all of the activities that drive market leadership. BTI also noted that Mayer Brown was among clients' top hiring choices in divestitures, friendly mergers, hostile takeovers, private acquisitions, private equity and private mergers. Mayer Brown was also recognized for its strength in Europe.
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Overview
Corporate and securities law is at the core of Mayer Brown's practice in every one of its offices worldwide. We offer domestic and international experience in mergers and acquisitions, securities, private equity/venture capital, information technology, corporate governance and other general corporate matters. Our clients include 65 of the Fortune 100, and recently we ranked ninth in both the Financial Times Stock Exchange (FTSE) 100 Index principal advisors survey and the FTSE most-used law firm survey.
Our NY office is "well established," "technically excellent," and "'highly rated' by the New York market."
according to
Chambers Global.
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Described by the Chicago Tribune as "a global dynamo," Mayer Brown has become a significant force in today's major world markets, where we advise clients on US, German, French, UK and EU law. Our Chicago corporate practice is recognized as an "institution" by Chambers Global - The World's Leading Lawyers: 2001-2002 and "a powerhouse" by the Chicago Tribune. Our New York office is "well established," "technically excellent" and "'highly rated' by the New York market," according to Chambers Global. In London, our corporate group is currently ranked the "No. 1 Corporate Team" for its market size by Chambers Global, and The Legal 500 called it the "envy of many of its competitors."
We are as well known for our counsel as for our deal-making, and our longstanding clients look to us as trusted partners involved in the long-term life of their businesses. Our regular practice newsletters - Securities Update and M&A Update - inform clients about new laws, regulations and trends in the area.
Back to Top
Mergers & Acquisitions
Mayer Brown provides top-level client service and creative solutions to complex problems in public and private transactions alike. We are regularly ranked among the leading law firms in the United States and the United Kingdom in public company mergers and acquisitions, and we have an equally active practice in representing private companies in buying and selling businesses. We were
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Chambers Global recently reported that Mayer Brown "is consistently recommended for its 'blend of world-class technical skills and user friendly attitude.'"
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the highest ranked firm based on the number of deals in Chicago for 2001, according to Corporate Control Alert, with one-third more deals than the next closest firm.
Chambers Global recently reported that Mayer Brown "is consistently recommended for its 'blend of world-class technical skills and user friendly attitude.' [It] undertakes an impressive array of M&A transactions for publicly owned companies." We represent domestic and foreign corporations and their financial advisors in all facets of mergers and acquisitions, including: | - asset acquisitions and dispositions | - leveraged buyouts | | - equity purchases and sales | - proxy contests | | - consent solicitations | - recapitalizations | | - contested transactions | - reorganizations | | - international and cross-border matters | - tender offers |
Our Mergers and Acquisitions Finance Practice includes the representation of senior and subordinated lenders and equity participants, and involves leveraged buyouts, recapitalizations, restructurings and other financings. Mayer Brown's practice spans all business segments, including the chemicals, energy, pharmaceuticals, insurance and finance, manufacturing, technology, gaming, transportation, food, retail, health care, equipment leasing and telecommunications industries. We also have one of the leading practices advising public real estate clients in connection with major corporate mergers and acquisitions and restructurings. Our corporate lawyers draw upon the experience of their colleagues in tax, ERISA, employee benefits and executive compensation, intellectual property, bankruptcy, environmental and labor to address issues that arise in structuring, negotiating and completing complex business combination transactions. The firm's Antitrust/Competition and Trade Regulation Group works closely with the attorneys in the Mergers and Acquisitions Practice to ensure that client transactions are completed without undue regulatory delay. Our US Antitrust Group, which includes former counsel and high-level enforcement officials in the US Department of Justice, provides advice on issues ranging from Hart-Scott-Rodino filings to negotiations and resolutions with the US Federal Trade Commission and the US Department of Justice. Our London, Brussels, Paris, Cologne and Frankfurt lawyers have comprehensive European competition law experience. Widely quoted in the press, our publication, Trends in EU Merger Interventions (May 2002), provides quantitative and qualitative, country-by-country analysis of the trade access decisions and actions taken by the European Commission. Back to Top Securities
Mayer Brown's securities lawyers advise issuers, underwriters and institutional investors in public offerings and private placements around the globe. We have represented every major underwriter in the United States and regularly rank in the top tier in Thomson Financial's league tables of securities deals in the United States. For many issuers, a securities offering is but one component of an overall financing plan. From equity and debt offerings, syndicated bank loans, and project finance to asset securitization and leverage leasing, Mayer Brown is an all-inclusive source of legal advice for issuers seeking to access the world's capital markets. We regularly represent clients in: - initial public and follow-on offerings of equity securities
- debt issuances, including investment-grade term debt, convertible debt, high-yield debt, Eurobonds and medium-term notes
- development and offerings of hybrid, equity-linked or tax-advantaged securities, including trust preferred securities and exchangeable or convertible debt securities, such as LYONSSM, DECSSM, RHINOSSM, and FELINEPRIDESSM
- syndications by limited partnerships of interests in real estate, oil and gas and other assets
- offerings by mezzanine and leveraged buyout funds
- rights offerings
- exchange offers
- other capital-raising and risk-hedging transactions
In guiding clients through the IPO process and the requirements of being a public company, we help companies think about their businesses in new ways. We assist first-time issuers in implementing | "[T]he market admires the firm's clear focus which has led to instructions for major clients..."
Chambers Global recently said of our
UK practice. |
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corporate governance practices, understanding initial and ongoing disclosure and reporting requirements, and establishing employee benefit arrangements.
Mayer Brown's UK securities practice serves major corporations throughout the UK and the Continent. Chambers Global recently said of our UK practice: "[T]he market admires the firm's clear focus which has led to instructions for major clients..." And The Legal 500 added: "[T]he firm is receiving plaudits for its commercial and pragmatic practice." We have particular expertise in representing issuers and financial intermediaries in capital-raising and other portfolio-financing transactions for real estate investment trusts and other publicly and privately owned real estate related enterprises, insurance companies and financial institutions. We also represent foreign issuers in accessing the US capital markets, and emerging markets issuers in accessing the US and global capital markets. We handle Euro-securities transactions for issuers, underwriters, dealers and investors. We regularly represent Canadian companies and have substantial experience in the SEC's multi-jurisdictional disclosure system (MJDS). Companies outside the United States come to us to establish American Depositary Receipt (ADR) programs to raise capital and to establish a presence in the US capital markets. Mayer Brown advises on public company regulatory compliance needs, including registration, listing, interpretive, compliance, enforcement and disciplinary matters involving the US Securities and Exchange Commission, the New York Stock Exchange, the NASDAQ Stock Market, and the National Association of Securities Dealers. Our securities attorneys include former SEC staff members who offer our clients insight into the workings of the SEC and advice on its rules and procedures. Finally, we provide day-to-day legal advice on compliance with all applicable securities laws, including significant new developments such as the Sarbanes-Oxley Act of 2002. This includes: - compliance with disclosure rules
- corporate reporting and publicity requirements
- proxy issues
- tender offers
- restrictions on trading by corporate insiders and affiliates
- transfers of restricted securities
Back to Top Private Equity / Venture Capital
Mayer Brown is one of the few major bracket multinational firms that serves the venture capital community. We advise and represent early stage issuers, the investment vehicles that finance their development and investment banks acting as financial advisers, placement agents and underwriters. We represent offshore venture capital firms and issuers, as well as a number of vehicles established for the convenience of offshore investors. In conjunction with the ERISA and partnership tax groups, the venture group draws upon its expertise in the US Investment Company Act and the US Investment Advisers Act to counsel pooled investment vehicles in their organizational phase. We regularly represent investment bankers, leveraged buyout funds, senior and "bridge" lenders and special committees of boards of directors. Mayer Brown's private equity lawyers have substantial experience with the key areas of law that affect private equity transactions. We are also familiar with international regulatory systems and cross-border issues. We advise banks and insurance companies regarding the regulatory issues unique to financial institutions in structuring, marketing and investing in investment partnerships of all types, including private equity funds. We assist sponsors of investment partnerships in the formation and offering of private equity funds, mezzanine debt funds, offshore investment funds, hedge funds and real estate funds. We also advise a number of large pension funds and other institutions with respect to their investments in a variety of investment partnerships. Back to Top Real Estate Capital Markets Mayer Brown represents many of the largest REITs and real estate investment firms and is a leading law firm in structuring transactions for REITs and other publicly and privately owned real estate companies and private investment funds. Using the depth of our complimentary specialized practices and our global resources, we serve clients with an integrated team providing comprehensive, seamless advice on all types of real estate capital markets transactions.
Working with our leading REIT clients, we have been very active for 40 years in structuring, organizing and capitalizing REITs and real estate investment companies and vehicles.  Our clients include public and private equity REITs, mortgage REITs, public and private partnerships, financial advisors and intermediaries and pension funds and other institutional investors. Our REIT clients own or have owned major regional shopping malls, multifamily residential properties, hotels and motels, health care facilities and industrial properties. We have also represented our REIT clients in connection with major corporate acquisitions, restructurings and mergers as well as large portfolio transactions and the regular, continuous flow of property acquisitions and dispositions, development, financing and leasing activities. The diversity of our clients gives us a detailed knowledge and understanding of the business objectives, issues and concerns of issuers and investors, underwriters, buyers and sellers of real estate and borrowers and lenders.
Experience with REITs and Similar Investment Vehicles (PDF) Back to Top Information Technology
Mayer Brown represents purchasers and providers of information technology and telecommunications equipment, software and services in transactions ranging from routine software licensing agreements to multi-billion dollar outsourcing arrangements. As one of the world's largest and most experienced teams of information technology and outsourcing attorneys, we offer clients both legal expertise and practical experience in the information technology industry. Many of our lawyers have worked as software developers or project leaders for leading technology companies or as inside legal counsel for outsourcing providers. This allows us to better understand business and technical issues and to offer solutions to difficult business problems. We build lasting and workable relationships for our clients by focusing on results and reducing the inherent complexity of information technology transactions.
Back to Top Investment Management
Mayer Brown's Investment Management Practice has been advising some of the industry's most successful investment companies in the design, distribution, marketing and management of investment products. We advise on hundreds of billions of dollars of managed assets today, including: - mutual funds
- closed-end funds
- fixed and variable insurance products
- hedge funds
- offshore and other private investment funds
- wrap fee and mutual fund asset allocation programs
- unit investment trusts
- collective investment funds
- group trusts
- commodity pools
- venture capital funds
- business development companies
Our clients include major securities firms, mutual fund groups and other investment companies, investment advisers, fund boards of directors (including their independent directors), banks and other fund service providers. We advise these clients on all aspects of their organizational, funding, marketing, operational and regulatory compliance responsibilities. In addition, the Investment Management Practice responds to investment company, investment adviser, broker-dealer and transfer agent status questions under federal and state securities laws that frequently arise in connection with corporate financing and reorganization transactions or the establishment of securities distribution and referral programs. For more information about Mayer Brown's Investment Management Group, click here. Back to Top Joint Ventures
Our representation of joint venture participants spans such business segments as biotechnology, chemicals, information technology, pharmaceuticals, real estate, manufacturing, business services and automobiles and other consumer goods. We help public companies achieve synergies and efficiencies in a particular product or service market and assist small start-up entities looking to obtain a partner with the financial and other resources needed to bring a concept to market. Working closely with our colleagues in tax, antitrust/competition, real estate and intellectual property, we assist our clients in the implementation of exit rights and strategies, including a sale of or initial public offering by the joint venture. We also advise on control and management structures, deadlock resolution mechanisms and rights to exploit intellectual property and products developed by the joint venture. Back to Top Corporate Governance
We regularly provide advice to corporate management, boards of directors and board committees on governance matters, including corporate governance, legal compliance, fiduciary duties and board oversight responsibilities. This aspect of our practice has been particularly useful to our clients in light of the recent changes in US securities regulation and related initiatives from regulatory agencies. We have been instrumental in counseling boards of directors in guarding against, responding to and successfully fending off unsolicited acquisition offers. We also advise corporations, special committees, majority stockholders, management groups and other parties on matters where the interests of individual directors, officers or large stockholders might differ from the interests of the corporation as a whole-transactions with affiliates, for example, or management buy-outs, minority buyouts, management succession or sensitive payments investigations. Mayer Brown provides a specialized insurance practice for boards of directors, reviewing their commercial general liability, professional liability, directors' and officers' liability, errors and omissions and employment practices liability coverage, and focusing on the potential liability of boards of directors and senior management for their, or their companies', alleged wrongful acts. If litigation arises, we provide coverage advice and defend the board or company. A number of our partners have served as general counsel of public companies and, as a result, have a special understanding of the dynamics of corporate governance and decision-making issues faced by our clients. Back to Top Press Releases
- Client Alert: Stoneridge Investment Partners v. Scientific-Atlanta, Inc., No. 06-43
In a case argued by Mayer Brown partner Stephen Shapiro and previously described by the Wall Street Journal as "the biggest securities-litigation court clash in a generation," the Supreme Court today affirmed that third parties who do not themselves mislead investors cannot be held liable for damages under Section 10(b) of the Securities Exchange Act even if their conduct facilitates the fraud of another. More>>
- Mayer, Brown, Rowe and Maw Represents Andrew Corp. in the $2.64 Billion Sale to CommScope, Inc.
27 June 2007 - Mayer Brown represented Andrew Corporation (Nasdaq: ANDW) in its sale to CommScope, Inc. (NYSE: CTV) for $2.64 billion. Andrew's stockholders will receive $15.00 per share, at least 90 percent of which will be payable in cash and the rest to be paid in cash, CommScope stock or a combination thereof to be determined by CommScope. More>>
- Mayer, Brown, Rowe and Maw Scores Victory in Landmark US Supreme Court Antitrust Case
19 June 2007 - Mayer, Brown, Rowe and Maw's appellate practice scored a major win for the financial services industry yesterday when the US Supreme Court ruled that several major Wall Street firms are immune from a class-action lawsuit brought under federal antitrust laws, over alleged conduct surrounding initial public offerings during the 1990s. The Court ruled 7-1 that federal securities regulations trump antitrust laws in weighing the activities of the Wall Street firms. (Credit Suisse Securities (USA) LLC, et. al. v. Glen Billing, et. Al., No. 05-1157) More>>
- Mayer, Brown, Rowe and Maw Adds Two Corporate Partners to its Private Equity Practice
22 January 2007, Chicago - Mayer Brown is adding two partners to its Private Equity Practice, David H. Lee and Robert C. Davis III. Both are joining the firm's Chicago Corporate and Securities Practice from Kaye Scholer LLP. More>>
- Mayer Brown Advises CBOT Holdings, Inc. in Its Proposed Merger with Chicago Mercantile Exchange Holdings Inc.
19 October 2006, Chicago - Mayer Brown advised CBOT Holdings, Inc., parent company of the Chicago Board of Trade, in connection with its proposed merger with CME Holdings, Inc. The value of the transaction as of the date of announcement was approximately $8 billion. More>>
- Mayer Brown Advises Illinois Tool Works on Its Acquisition of Click Commerce
5 September 2006, Chicago - It was announced today that Illinois Tool Works Inc. (ITW) had reached an agreement with Click Commerce, Inc. in which ITW will make a cash tender offer to acquire all of the common stock of Click Commerce, Inc. The boards of directors of both companies have approved the transaction and ITW has agreed to commence the tender offer by September 18, 2006. More>>
- 134 Mayer Brown Lawyers Listed in Chambers USA Guide to Leading Business Lawyers
6 June 2006, Chicago - One hundred thirty-four Mayer Brown lawyers are listed in the 2006 Chambers USA guide to leading business lawyers. The guide highlights the firm's work in several dozen practice areas throughout the US Mayer Brown senior counsel Philip Lacovara and partner Robert Baptista were also singled out in receiving prestigious "Chambers USA Awards for Excellence." Mr. Lacovara was honored for his public service, government and pro bono experiences and Mr. Baptista was honored for his banking and finance work. More>>
- Starwood Capital Group announces sale of Taittinger Champagne to Crédit Agricole for ?660 million
1 June 2006, Paris and Chicago - GT Louvre S.A.S. ("GTL"), a wholly owned affiliate of Starwood Capital Group Global LLC ("Starwood Capital"), announced yesterday that it signed a definitive agreement with Crédit Agricole du Nord Est for the sale of Taittinger CCVC. Mayer Brown is representing Starwood Capital in the transaction. More>>
- Mayer Brown Advises Andrew in Connection with Its Proposed Stock-for-Stock Merger With ADC
31 May 2006, Chicago -- Mayer Brown partners Scott Davis and Jim Lidbury served as Andrew Corporation's primary outside legal counsel in connection with the merger agreement announced today by Andrew and ADC Telecommunication. In the merger, Andrew would become a subsidiary of ADC and Andrew shareholders would receive ADC stock with a market value as of today of about $2 billion. More>>
- Hedge funds purchase Enron's non-US assets for $2.1 billion
26 May 2006 - Three hedge funds have bought the non-U.S. assets of Enron for $2.1 billon in cash. Mayer, Brown, Rowe & Maw LLP advised ABN AMRO Bank and Deutsche Bank who provided the acquisition financing for the transaction. More>>
- Caterpillar to Acquire Progress Rail
16 May 2006, Chicago -- Caterpillar Inc. (NYSE: CAT) has reached an agreement to acquire Progress Rail Services, Inc. (Progress Rail) for $1.0 billion in cash, stock and assumption of debt. Progress Rail is majority owned by One Equity Partners, a private equity affiliate of JP Morgan Chase & Company, Inc. Mayer Brown represented Caterpillar in the transaction. More>>
- SSA Global to be Acquired by Infor in $1.5 Billion Deal
15 May 2006, Chicago - In what will make it the third largest enterprise software provider in the industry, Infor today signed an agreement to acquire SSA Global, a leading provider of extended enterprise solutions and services. More>>
- Leading Environmental Lawyer Cynthia Burch Joins Los Angeles Office of International Law Firm Mayer, Brown, Rowe & Maw
24 April 2006 - International law firm Mayer, Brown, Rowe & Maw LLP is pleased to announce that Cynthia Burch has joined the Los Angeles office as a partner in the firm's environmental and regulatory practice groups. More>>
- ResCap $4 Billion Private Offering Receives IFR and Creditweek Deal of the Year Awards
17 February 2006, Chicago - Mayer Brown advised Residential Capital Corporation (ResCap) in a $4 billion private offering of senior notes that has received the prestigious International Financing Review (IFR) 2005 US Dollar Bond Deal of the Year award as well as the Creditweek Dollar Investment Grade Deal of the Year award. More>>
- Fifty-Three Mayer, Brown, Rowe & Maw Lawyers Listed in Chambers Global Guide to Leading Business Lawyers
8 February 2006 - Fifty-Three Mayer, Brown, Rowe & Maw LLP lawyers are listed in the 2006 Chambers Global guide to leading business lawyers. The guide highlights the firm's work in nearly two dozen practice areas throughout the U.S., Europe, Africa, Latin America, and Asia. A complement to the Chambers USA and Chambers UK Guides which come out later in the year, the Global Guide highlights practices serving worldwide markets. More>>
- Corporate Partners Scott Davis and Frederick Thomas Named to BTI Client Service All-Stars Team
3 January 2006, Chicago - Mayer, Brown, Rowe & Maw LLP corporate partners Scott Davis and Frederick Thomas have been named as BTI Client Service All-Stars, honoring individual lawyers whom clients identify as providing outstanding service. Mayer, Brown, Rowe & Maw is among about two dozen law firms having two or more lawyers on the list. The BTI Consulting Group's All-Stars includes 134 lawyers from 93 law firms "that corporate counsel delineate by name as delivering the absolute best client service." More>>
- James Walther Appointed Chair of ABA International M&A Committee
21 December 2005, Los Angeles - Mayer, Brown, Rowe & Maw LLP partner James Walther has been appointed Co-Chair of the International M&A Subcommittee of the American Bar Association's Negotiated Acquisitions Committee. The International M&A Subcommittee has over 200 non-US and US corporate lawyers as members. The committee provides a forum for US and Non-US lawyers to discuss current issues and best practices in cross-border M&A transactions and produces model agreements and guides for cross-border transactions. More>>
- TAL International Group, Inc. Completes Initial Public Offering
9 November 2005, New York - On October 17, 2005, TAL International Group, Inc. (NYSE: TAL) completed its initial public offering of 11,500,000 newly- issued shares of common stock. On October 21, 2005, certain of TAL's shareholders completed the sale of a further 1,000,000 shares of common stock pursuant to an over-allotment option exercised by TAL's underwriters. More>>
- ProLogis to Acquire Catellus in $4.9 Billion Transaction
6 June 2005, Chicago - ProLogis (NYSE: PLD), a leading global provider of distribution facilities and services, and Catellus Development Corporation (NYSE: CDX), a leading real estate development company, announced today that their boards have unanimously approved a definitive merger agreement under which ProLogis will acquire all of the outstanding common stock of Catellus for a total consideration of approximately $4.9 billion, including assumed liabilities and transaction costs. Mayer Brown is advising ProLogis on the transaction. More>>
- William Moss III joins Mayer Brown Houston corporate practice
27 May 2005, Houston - William S. Moss III has joined Mayer Brown's Houston corporate practice as a partner. Previously, he was an attorney with Baker Botts L.L.P. More>>
- Micronas Semiconductor Holding AG to purchase WISchip International Ltd. for $80 million
31 October 2005, Chicago - Micronas Semiconductor Holding AG announced the signing of a definitive agreement to acquire all shares of privately held fabless semiconductor company WISchip International Ltd. for about $80 million. Mayer Brown is advising Micronas Semiconductor. More>>
- Deloitte & Touche USA General Counsel Philip Rotner joins Mayer Brown Litigation Practice
5 October 2005, Chicago - Deloitte & Touche USA LLP General Counsel Philip Rotner, 58, has joined Mayer Brown's Chicago litigation practice. More>>
- Castle Harlan Agrees to Acquire Perkins Family Restaurants
6 September 2005, Chicago - Private equity firm Castle Harlan, Inc. has agreed to acquire The Restaurant Company (TRC), operator of the Perkins Restaurant & Bakery chain of 483 family-style restaurants, for approximately $245 million. Mayer Brown advised TRC on the transaction. More>>
- Mayer Brown Adds Leading Securities Regulation and Enforcement Group
25 July 2005, Washington, D.C. - One of the country's leading securities regulation and enforcement groups has joined Mayer Brown. The nine partners, from Crowell & Moring LLP, include former high-ranking SEC and NASD Enforcement officials and federal prosecutors with broad experience defending corporate and financial services clients in a full range of investigations and actions by the SEC, the NYSE, the NASD, the Justice Department and the New York Attorney General. The group also includes a preeminent investment management practice, including a former Director of the SEC's Division of Investment Management. More>>
- Weatherford International to acquire Precision Drilling units for $2.28 billion
6 June 2005, Houston - Houston's Weatherford International Ltd. announced it agreed to buy Calgary based Precision Drilling Corp.'s Energy Services Division and International Contract Drilling Division for $2.28 billion in stock and cash, expanding its oilfield services in the Middle East. Mayer Brown is advising Precision Drilling.
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- BellSouth Agrees to Sell Stake in Cellcom
13 May 2005, Atlanta - BellSouth Corporation (NYSE: BLS) announced today it has signed an agreement for the sale of its 34.75 percent equity ownership in Cellcom, a cellular communications operator in Israel. Mayer Brown is representing BellSouth in the transaction. More>>
- Mayer Brown honored for Argentine "Deal of the Year"
19 April 2005, New York - Euromoney's Trade Finance magazine has honored Mayer Brown for representing West LB and a group of lenders in a $70 million financing of trade receivables for Vicentin, S.A.I.C. in Argentina.
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- Leading Corporate Lawyer Bob Gray Joins Mayer Brown's Houston Office
14 March 2005, Houston -- Robert F. "Bob" Gray, Jr., recognized as one of Houston's leading corporate and technology lawyers, has joined the Houston office of Mayer Brown as a partner. Previously, Mr. Gray was a senior partner in the corporate and securities department and a co-head of the technology practice at Fulbright & Jaworski. More>>
- Macquarie CountryWide Trust, Regency announce $2.79 billion purchase of shopping malls
15 February 2005, Chicago - Australia realty group Macquarie CountryWide Trust (ASX: MCW) and its joint venture partner Regency Centers Corp., a Florida real estate investment trust, have agreed to buy 101 shopping malls in the US for $2.79 billion. More>>
- Mayer Brown advises Danske Bank Group on acquisition of Northern Bank and National Irish Bank
14 December 2004, London - Mayer Brown has advised Danske Bank, the largest bank in Denmark, on its agreement to buy Northern Bank and National Irish Bank from National Australia Bank, for a consideration of £967 million. The deal signed on Tuesday 14 December, 2004. More>>
- Mayer Brown Advises Infonet Services Shareholders Swisscom AG in $965 Million Acquisition by BT Group
8 November 2004, Chicago - Mayer Brown partners Scott Davis and James Lidbury are advising Swisscom AG, one of the principal shareholders of Infonet Services Corp., in Infonet's announced acquisition by BT Group PLC for about $965 million.
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- TAL International Group acquires maritime container business of Aegon for $1.2 billion
5 November 2004, Chicago - Mayer Brown is advising TAL International Group, Inc., a company controlled by The Jordan Company, L.P., in connection with its $1.2 billion acquisition of Transamerica Maritime Containers (TMC) from AEGON N.V.
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- City of Chicago Gets $1.83 Billion for Tollroad in Landmark US Privatization
28 October 2004, Chicago - The Chicago City Council Wednesday voted unanimously to approve a $1.83 billion deal that privatizes the Chicago Skyway. Mayer Brown, led by partner John Schmidt, acted as principal counsel for the City of Chicago on the transaction.
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- Ryerson Tull to Buy Integris Metals
27 October 2004, Chicago - Ryerson Tull, Inc. (NYSE: RT) today announced the signing of a definitive agreement to purchase Integris Metals, Inc., a joint venture between Alcoa Inc. (NYSE: AA) and BHP Billiton (NYSE: BBL). Mayer Brown is advising Ryerson Tull on the transaction.
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- Marc Gary Appointed General Counsel of BellSouth
30 September 2004, Washington, D.C. - Former Mayer Brown litigation partner Marc Gary, 52, has been named as General Counsel to BellSouth Corporation (NYSE: BLS). Mr. Gary had chaired the litigation department for Mayer, Brown's Washington office, where he tried civil and criminal cases in federal and state courts. Mr. Gary had been a lawyer at the firm for 20 years before joining BellSouth in 2000.
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- TransCanada to Acquire Hydro Assets from USGen New England for $505 Million
29 September 2004, Chicago - Mayer Brown is advising TransCanada in connection with its purchase of USGen New England's hydroelectric assets for $505 million. Given USGen's voluntary bankruptcy filing in July 2003, the transaction is being effected pursuant to the Bankruptcy Code and is subject to the approval of the Bankruptcy Court.
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- Capital One to Acquire Onyx Acceptance Corporation for $191 Million
22 September 2004, Chicago - Capital One Financial Corporation (NYSE: COF - News) and Onyx Acceptance Corporation (Nasdaq: ONYX - News) today announced the signing of a definitive agreement under which Capital One will acquire Onyx for $191 million in an all-cash transaction. Mayer Brown is advising Capital One in the transaction.
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- Combination of IMC Global and Cargill Unit Wins Antitrust Clearance
2 September 2004, Chicago - IMC Global Inc. (NYSE: IGL) and Cargill, Incorporated announced they have been informed by the US Department of Justice (DOJ) that the DOJ has concluded its antitrust investigation of the pending combination of IMC and Cargill Crop Nutrition, which will be known as The Mosaic Company, and that the transaction may proceed as proposed. The companies also announced that the Canadian Competition Bureau has determined it will take no action with respect to the pending combination.
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- Mayer Brown Advises Professional Paint in Its Sale to Mexico's Cosorcio
25 August 2004, New York - Mayer Brown is advising Professional Paint Inc.(PPI) in its sale to Cosorcio Comex SA de CV (Comex), Mexico's largest paint manufacturer. Terms of the transaction were not disclosed.
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- Marconi Agrees to Sell Outside Plant & Power Business to Emerson
7 July 2004, London - Marconi Corporation plc (London: MONI and Nasdaq: MRCIY) today announced the signing of a definitive agreement for the sale of its Outside Plant & Power ('OPP') business to Emerson (NYSE: EMR) for a total consideration of approximately US$406 million (approximately £221 million), of which US$375 million will be paid in cash with the balance relating to net pension and retirement benefit liabilities assumed by Emerson.
More >> - Mayer Brown represents CNA Financial Corporation in $700 million sale of life insurance business to Swiss Re
30 April 2004, Chicago - Mayer Brown was one of two law firms that represented CNA Financial Corporation (NYSE: CNA) in the $700 million sale of its individual life insurance and annuity business to Swiss Re. More >> - Mayer Brown advises GATX Corporation in sale of information technology leasing assets
15 April 2004, Chicago - Mayer Brown is advising GATX Corporation (NYSE:GMT) in the sale of substantially all the assets and related non-recourse debt of its information technology (IT) leasing business. More >> - Mayer Brown represents ProLogis in $1.6 billion acquisition of Keystone Property Trust May 3, 2004, Chicago - Mayer Brown is representing ProLogis (NYSE: PLD), a leading global provider of distribution facilities and services, and a partnership formed by ProLogis and four entities managed by Eaton Vance Management, in connection with the partnership's $1.6 billion acquisition of Keystone Property Trust (NYSE: KTR). More >>
- Mayer Brown Represents Molex in Completion of Connecteurs Cinch Acquisition in Europe
2 April 2004, Chicago - Mayer Brown has represented Molex Incorporated (MOLX) (MOLXA), a global electronic components company, in completing its previously announced transaction to acquire the automotive and specialty connectors business of Connecteurs Cinch SA ("Cinch"), an affiliate of SNECMA, the French aerospace group. More >> - Mayer Brown Represents BellSouth in $5.85 Billion Sale of Latin America Operations to Telefonica Moviles
8 March 2004, New York City - Mayer Brown is advising BellSouth Corp. [NYSE: BLS] in an agreement with Telefonica Móviles, the wireless affiliate of Telefonica, S.A. [NYSE: TEM] to sell its interests in its 10 Latin American operations. More >> - Mayer Brown advises in record $1.8 billion public offering of trust preferred securities
17 February 2004, Chicago - Mayer Brown represented the underwriters in a $1.8 billion public offering of trust preferred securities by a subsidiary of ABN AMRO Bank N.V. More >> - Sale of Marconi North American Access Business Unit Agreement Signed for $240 million
5 January 2004, London - Marconi Corporation plc (London: MONI; Nasdaq: MRCIY) today announced the execution of a definitive agreement for the sale of its North American Access business to Advanced Fibre Communications,® Inc. (AFC®) (Nasdaq: AFCI) for a total consideration of $240 million (approximately £135 million) in cash. Mayer Brown is representing Marconi in the transaction which is subject to regulatory review and other customary closing conditions. Completion is expected in the first calendar quarter of 2004. More >> - Sears To Sell National Tire & Battery to TBC Corporation in Cash Transaction Valued at $260 Million
22 September 2003, Chicago - Mayer Brown is representing Sears, Roebuck and Co. in the sale of its National Tire & Battery business to TBC Corporation for total cash consideration of approximately $260 million. Sears stated the cash consideration includes $35 million for assets TBC is acquiring as part of the transaction. More >> - Suez Sells Ondeo Nalco to Private Equity Consortium for $4.2 Billion
5 September 2003, Chicago - Mayer Brown is advising Suez on the $4.2 billion sale of its US industrial water treatment services subsidiary, Illinois-based Ondeo Nalco, to a consortium of private equity sponsors consisting of The Blackstone Group, Apollo Management and Goldman Sachs Capital Partners. Davis Polk & Wardwell is lead counsel to Suez in the sale. More >> - Abbott Laboratories Spins Off $2.5 Billion Global Hospital Products Company
22 August 2003, Chicago - Mayer Brown is representing Abbott Laboratories in creating a hospital products company with, according to Abbott, $2.5 billion in global sales. Abbott disclosed that the new, independent hospital products company will have approximately 14,000 employees worldwide, more than 5,000 customers and a large portion of Abbott's core hospital products business, including the related international hospital business. More >> - Mayer Brown Represents Nestlé in Sale of Ortega Line of Mexican Foods
29 July 2003, Chicago - Mayer Brown is representing Nestlé in the sale of its Ortega line of Mexican foods to B&G Foods Inc. Ortega is a leading manufacturer of shelf-stable food products for the retail and foodservice markets in the US More >> - Corporate Counsel Highlights Devon Energy Ocean Energy Merger
1 July 2003 - American Lawyer Media's Corporate Counsel has highlighted the Devon Energy Ocean Energy merger in a 1 July 2003 article which is posted on their Web site. Article >> - Mayer Brown Bond Counsel in $10 Billion Illinois Bond Sale
19 June 2003, Chicago - Mayer Brown represented the State of Illinois as bond counsel in the sale of $10 billion in pension funding bonds, the largest municipal bond offering ever. More >> - Mayer Brown Advises Nestlé in Oral Care Joint Venture with Colgate-Palmolive
17 June 2003, Chicago - Mayer Brown has advised Nestlé S.A. in a joint venture with Colgate-Palmolive Company. The companies announced the agreement is "to pursue on a worldwide basis the development, marketing, distribution and sale of a portfolio of portable oral care products" that "taste good, clean teeth and freshen breath." More >> - Mayer Brown Advises on Top Ranked Devon Energy Deal
30 April 2003 - Mayer Brown advised on the number one ranked deal in the February-March 2003 Corporate Control Alert list of top 10 deals. Partners Scott Davis and James Lidbury were cited by Corporate Control Alert for their representation of Devon Energy in the $5.44 billion acquisition of Ocean Energy.
- Mayer Brown represents Mutual Risk Management Ltd. in sale of Hemisphere Management Limited
March 7, 2002 - Mutual Risk Management Ltd. today announced that it has signed a definitive agreement with The BISYS Group, Inc. for the sale of its fund administration business, Hemisphere Management Limited. More >> - Mayer Brown advises Royal Bank of Scotland in landmark property funding
February 21, 2002 - Iain Thomas, Real Estate Partner at Mayer Brown advised the Royal Bank of Scotland... More >> - Mayer Brown represents the French Ministry for Agriculture in action to revoke UK Turkey Producer, Bernard Matthews plc "Label Rouge" trade mark
February 21, 2002 - Mayer Brown are (together with their trade mark agents, Withers & Rogers) representing the French Ministry in its appeal to the High Court... More >> - Mayer Brown advises Telia International Carrier UK Limited
February 13, 2002 - Mayer Brown Corporate Group have advised Telia International Carrier UK Limited on the purchase of a 1500km UK fibre network... More >> - Mayer, Brown & Platt, UK's Rowe & Maw Combine, Creating World's 10th Largest Law Firm
Chicago, January 28, 2002 - The law firms Mayer, Brown & Platt and Rowe & Maw announced today they are combining operations as Mayer Brown. More >> - Mayer, Brown & Platt represents George Weston in $610 million sale of Oroweat division to Grupo Bimbo
January 22, 2002 - George Weston Limited (TSE: WN), announced today that it had reached an agreement to sell its Oroweat division to Grupo Bimbo, S.A. de C.V., for cash proceeds of U.S $610 million. More >> - Firm represents Triton Coal Company in $518 million acquisition by Atlas Pipeline Partners
January 18, 2002 - Atlas Pipeline Partners, L.P., announced it agreed to acquire Triton, one of the nation's largest coal companies and... More >> - Rowe & Maw advises Baker Tilly on its £150 million merger
January 15, 2002 - Accountancy firm Baker Tilly, have agreed to merge with HLB Kidsons to form the 8th largest firm in the UK. More >> - Rowe & Maw's EU Competition & Trade Group advises Global Crossing in $360 million disposal
January 8, 2002 - Rowe & Maw's EU Competition Group has advised Global Crossing, the Bermuda-based digital communications and global network services provider, on the competition aspects... More >> - Rowe & Maw advises largest shareholder of European Telecom Plc in successful AIM placing
October 25, 2001 - Rowe & Maw's corporate team has advised Warren Hardy, the Executive Chairman of European Telecom Plc. on the provision by him to the Company of a convertible bridging loan and recent placing and open offer by the AIM listed European Telecom. More >> - Rowe & Maw advises Reuters in joint venture with ICor
September 17, 2001 - City law firm Rowe & Maw advised Reuters, the global news, information and technology group in its 50/50 joint venture with ICor Brokerage, the electronic derivatives broker, to form ICor Brokerage Limited. More >> - Mayer, Brown & Platt represents iPCS in $802.8 million stock acquisition by AirGate
August 30, 2001 - Mayer, Brown & Platt is representing iPCS Inc. in its acquisition by AirGate PCS Inc. for $802.8 million in stock. As part of the deal, AirGate will also assume $97 million in net debt. More >> - Mayer, Brown & Platt represents Devon Energy in $3.1 billion acquisition of Mitchell Energy
August 14, 2001 - Following the closing, Devon will become the second-largest independent producer of natural gas in the US More >> - MetLife Navigates Uncharted Regulatory Reform
New York Law Journal, March 16, 2001 - It is safe to say that voluntary submission to governmental oversight ranks high on most companies' lists of do nots. The prospect of being an agency guinea pig is even less appealing. While regulatory gears may grind slowly and sometimes squeakily, a new regulatory machine may break down entirely. (PDF) More >>
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Publications
- Client Alert: Mandatory Use of Interactive Financial Data Proposed for SEC Filings (15 May 2008)
- Deal protection mechanisms in the US and the UK (2008)
- Client Alert: SEC Revises Form S-11 to Permit Historical Incorporation by Reference (23 April 2008)
- Client Alert: SEC Disclosures with Respect to Fair Value Measurements (02 April 2008)
- Client Alert: SEC Proposes Foreign Issuer Reporting Enhancements (10 March 2008)
- Capital Markets Update: SEC Revises Form D; Mandates Electronic Filing (29 February 2008)
- Client Alert: SEC Disclosures with Respect to Off-Balance Sheet Entities (04 January 2008)
- Client Alert: Instant Comparisons of Executive Pay at 500 Companies Available on SEC Web Site (28 December 2007)
- Client Alert: SEC Adopts Staff Position on Shareholder Access; Encourages Electronic Shareholder Forums (29 November 2007)
- Client Alert: SEC Adopts Amendments To Rule 144 And Rule 145, Among Other Actions (16 November 2007)
- Broker-Dealer Update: NYSE and NASD Jointly Propose Guidance Regarding Supervision of Electronic Communications (27 June 2007)
- Broker-Dealer Update: NYSE and NASD Propose New Requirements for Business Entertainment Expenses (31 May 2007)
- Energy Law 360: Mayer, Brown, Rowe & Maw (16 April 2007)
- US Equity Markets for Foreign Issuers: Public Offerings and Rule 144A Placements of American Depositary Receipts (March 2007)
- M&A Update: New Delaware Guidance on Conducting a Sale Process (28 March 2007)
- Corporate Governance Update: Storming the Ramparts: The Ongoing Shift in the Balance of Power Between Shareholders and Incumbent Boards of Directors (16 March 2007)
- Litigation Update: Waiving Attorney-Client Privilege: The Changing Landscape in Corporate Internal Investigations (21 February 2007)
- Current Issues in Executive Compensation: What Directors Should Know (16 January 2007)
- BNA Article: Clarifying Loss Causation:Reconciling the 'Zone of Risk' Test With Dura Pharmaceuticals (29 November 2006)
- BNA Article: Sorting Out the Option Backdating Cases (27 November 2006)
- Client Alert: SEC Interpretive Guidance re: Section 28(e) of the Securities Exchange Act of 1934 (7 August 2006)
- Corporate Legal Update (Summer 2006)
Welcome; Implementation of the Transparency Directive in the UK; Extremists and fraudsters: the ongoing struggle; Recent developments on the Company Law Reform Bill.
- Deal protection mechanisms in the US and the UK (5 June 2006)
- Capital Markets Update: SEC Substantially Reduces Filing and Transaction Fees (9 May 2006)
- MAE clauses might not avert a bad deal (7 November 2005)
(This article is reprinted with permission from the November 7, 2005 edition of THE NATIONAL LAW JOURNAL. © 2005 ALM Properties, Inc. All rights reserved.) - Joining Up, (Reproduced with kind permission of The Lawyer, October 2005.)
- SEC Adopts Long-Awaited Securities Act Reform, Part I, (© 2005 Michael L. Hermsen. Reprinted w/ permission from September 2005 edition of the Wall Street Lawyer.)
- The Battleground After 'Dura' Decision (22 August 2005), (This article is reprinted with permission from the August 22, 2005 edition of the NEW YORK LAW JOURNAL. © 2005 ALM Properties, Inc.)
- Scope of Foreign Corrupt Practices Act's Bribery Provision Set (29 June 2005), (This article is reprinted with permission from the June 29, 2005 edition of the NEW YORK LAW JOURNAL. © 2005 ALM Properties, Inc.)
- The US High Yield Bond Market: Opportunities for Foreign Issuers (March 2005)
- High Court Should Review Ruling on Securities Fraud "Safe Harbor"(03 December 2004)
- California Legislative Update: California Amends Corporate Disclosure Act (4 November 2004)
- Over-the-Counter and Exchange-Traded Transactions Effected by Foreign Banks, Brokers, and Dealers with US Customers and Counterparties, by Kenneth M. Rosenzweig (22 April 2004)
- Why Claims Under the Securities Act of 1933 Are Removable to Federal Court (5 April 2004)
- Corporate Group Bulletin: A charitable alternative: the Community Interest Company (May 2003)
- Offensive Behaviour - How can pharma companies avoid getting into hot water over corporate fraud?, (This article originally appeared in www.pmlive.com.) (15 May 2003)
- DOJ Reaffirms and Expands Aggressive Corporate Cooperation Guidelines, (Legal Backgrounder) (4 April 2003)
- Corporate Legal Update (Spring 2003)
Company Directors: Recent Corporate Governance Developments; The Higgs and Smith Reports; Directors' Remuneration; Enterprise Act: Competition Aspects; Sarbanes-Oxley Act of 2002; Document Management.
- Taxation Update: Proposed Tax Regulations To Clarify Capitalization vs. Deduction Issue (January 2003)
- Corporate Legal Update (Winter 2002)
Welcome to the first edition of Corporate Legal Update, a publication of the Corporate Group at Mayer, Brown, Rowe & Maw (London), which will highlight every quarter some of the more significant and interesting developments in the fields of UK company and commercial law. In addition, from time to time we will be producing a series of shorter Bulletins, dealing with particular legal issues as they arise.
- A Practical Approach to Disclosure Controls and Procedures Under Sarbanes-Oxley (30 October 2002)
- Ready for Prosecutors -- Good Corporate Governance Means Never Having To Say You Didn't Try, (7 October 2002)
(This article first appeared in the Oct. 7, 2002 issue of Legal Times)
- Affiliated Transactions Under Rule 17d-1: Business Implications for Investment Management Transactions, (May 2002) (This article originally appeared in The Investment Lawyer, Vol. 9, May 2002, No. 5, pg. 1. © 2002 Aspen Publishers, Inc.)
- What Counsel Should Know About Hart-Scott-Rodino Before Consummation of a Merger or Acquistion, (May 2002)
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