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Colleges & Universities | Finance | Health Care | Hedge Funds
Intellectual
Property Rights Management |
Intellectual Property Transactions
International | Investment
Management | Life
Sciences | Private
Equity | Private
Investment Funds
Real Estate | Securities & Public
Companies | Sports Law |
High Technology | Venture Capital & Technology Companies
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How
big is our practice group?
232 lawyers (69 partners, 163 associates). |
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What
do we do?
We represent companies and underwriters in public offerings of stocks and bonds, including initial public offerings. For example, we often represent investment banks including Goldman Sachs, Morgan Stanley and Merrill Lynch. We also act as general counsel to companies whose securities are publicly traded, including Biogen, EMC, Domino's Pizza, NSTAR, Genzyme, Green Mountain Coffee Roasters Inc., Hasbro, Timberland, and TJX. We advise these companies in all aspects of their business, from mergers and acquisitions, tender offers, financing, regulatory compliance, executive compensation, employee benefits and labor law issues, to contract negotiations, joint ventures, and corporate governance issues. In the course of such representation, we work closely with the CEOs and directors of our clients.
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One of the members of the Securities and Public Companies group who plays a key role in our representation of underwriters and public company clients, is Louis Somma (Cornell Law School, 2002). An associate in the New York office, Louis has represented underwriters and issuers in a variety of securities offerings, including initial and follow-on public equity offerings, private debt and equity placements, registered debt offerings and exchange offers. Louis has also represented public companies, including a number of foreign private issuers, in connection with the preparation and filing of Exchange Act reports and compliance with ongoing securities law requirements.
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have we done lately?
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- Represented Green Mountain Coffee Roasters, Inc., specialty coffee company, in its acquisitions of Van Houtte, Inc., Diedrich Coffee, and in its sale of $250 million shares of common stock to Luigi Lavazza. Ropes & Gray has also represented Green Mountain Coffee Roasters in its acquisitions of Timothy's Coffees of the World, Inc., Tully's Coffee Corporation, and Keurig Corporation. For a description of an associate's role with this client click here.
- Represented Covidien PLC, a leading provider of medical devices, in its $2.6 billion acquisition of ev3, Inc., a provider of treatments for peripheral vascular and neurovascular disease, and its $1.5 bond offering to finance the acquisition. For a description of an associate's role with this client click here.
- Representing Genzyme Corporation, one of the world's leading biotechnology companies, in its proposed $20.1 billion acquisition by Sanofi-Aventis S.A. We have also represented Genzyme in the divestiture of three of its business units, including Genzyme Genetics’ sale to Laboratory Corporation of America for $925 million. For a description of an associate's role with this client click here.
- Representing NSTAR in its merger with Northeast Utilities, creating one of the nation's largest utilities, with an enterprise value totaling $17.5 billion. For a description of an associate's role with this client click here.
- Represented LPL Financial, the nation’s largest independent broker-dealer network, in a $522 million IPO. For a description of an associate's role with this client click here.
- Represented Dunkin’ Brands, Inc., which operates a chain of coffee and baked goods restaurants and ice cream specialty stores, in its $625 million 144A high yield offering.
- Represented TPG Capital in its $1 billion high yield debt offering to finance the acquisition of IMS Health, the world’s leading provider of market intelligence to the pharmaceutical and healthcare industries.
- Represented the underwriters, led by J. P. Morgan and Barclays Capital Inc., in the IPO of LogMeIn, a provider of on-demand, remote-connectivity solutions to small and medium-sized businesses, IT services providers and consumers. For a description of an associate's role on this transaction, click here.
- Represented Liberty Global in structuring and issuing an aggregate of €2.7 billion ($4.0 billion equivalent) of senior secured and senior notes in connection with its acquisition of Unitymedia, Germany’s second largest communications services provider, in the largest secured notes offering in European high yield history, largest ever high yield deal in the cable industry, second largest high yield deal ever completed in Europe and second largest high yield offering completed globally in 2009. Liberty Global is the leading international cable operator offering advanced video, telephone, and broadband internet services.
- Represented the underwriters, led by Morgan Stanley and Goldman, Sachs & Co., in the IPO of A123 Systems, a developer and manufacturer of advanced lithium-ion batteries and battery systems for the transportation, electric grid services and consumer markets. For a description of an associate's role on this transaction, click here.
- Represented Ironwood Pharmaceuticals, an entrepreneurial pharmaceutical company dedicated to creating, developing, and commercializing innovative human medicines, in its IPO. For a description of an associate's role on this transaction, click
here.
- Represented the Special Committee of Affiliated Computer Services (ACS), the world's largest diversified business process outsourcing (BPO) firm, in its $6.4 billion sale to Xerox Corporation. For a description of an associate's role on this transaction, click here.
- Represented the Special Committee of Airvana, Inc., a leading provider of mobile broadband network infrastructure products, in its $530 million sale to a newly formed company to be owned by affiliates of S.A.C. Private Capital Group, LLC, GSO Capital Partners LP, Sankaty Advisors LLC and Zelnick Media. For a description of an associate's role on this transaction, click here.
- Represented Covidien Ltd. In its $400 million acquisition of VNUS Medical Technologies, Inc., developer of medical devices for treating venous reflux disease.
- Represented State Street Corporation in its $900 million sale of CitiStreet LLC, one of the premier retirement plan and benefit service and administration organizations in the US defined contribution marketplace, to ING Group.
- Represented Millipore, a biotech laboratory equipment and materials company, in its sale to Merck KGaA, a German drug maker.
- Represented Domino's and Co-Issuers in a $1.7 billion 144A Non-Convertible Debt Financing.
- Represented Hasbro, Inc., a global leader of children's and family leisure time entertainment products, in its $425 million public debt offering.
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When do we meet?
Monthly lunch meeting
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