Corporate/M&A & Alternative Entities - Delaware
THE FIRM This premier Delaware firm is well known for its provision of strong local counsel, although it also acts as lead counsel. It maintains a team large enough to be able to tackle a range of work, from financings to major transactions, as well as day-to-day advice. A recent highlight for the firm was acting as Delaware counsel for Cigna in its recent $3.8 billion acquisition of HealthSpring.
Sources say: "Truly excellent. They are conversant in the law as it is, and would be, interpreted by Delaware courts today. They know the statutory history and case law precedent." "They are great litigators who provide a great service. They're good to have in your corner."
KEY INDIVIDUALS Frederick Alexander is simply "the best at corporate work" because "he always gives you the right answer." He is "brilliant" and "has an encyclopedic knowledge of Delaware law." He took the lead role acting as Delaware counsel on Cigna's acquisition of HealthSpring.
Louis Hering is "one of the leading experts on Delaware partnership law" because he "really knows the statute and the case law." He acted as Delaware counsel to EQT Midstream Partners, helping it through both its formation and its IPO of units in an MLP, raising $260 million.
Walter Tuthill is the recipient of praise for the low-key approach with which he "effectively resolves negotiating disputes" in such a manner as to "make everyone happy, especially his client."
Gilchrist Sparks enjoys a "stellar reputation" as one of the leading senior figures in Delaware corporate law, and is renowned for his vast experience.
THE FIRM This large group handles both corporate and alternative entity work. The team routinely advises boards of directors and significant stockholders of corporations on a broad range of obligations under Delaware law. It recently advised key client DuPont on the acquisition of Bunge's stake in Solae a joint venture, and provided counsel to the committee of the board of Quest Software on negotiating its sale for approximately $2.5 billion.
Sources say: "Excellent work delivered timely and professionally." "They're very smart and know the Delaware law intricacies, because they deal with it every day."
KEY INDIVIDUALS Mark Morton advises on a range of matters, but is especially noted for his work representing special committees. He was the lead partner advising the special committee in the sale of Quest Software, and was also counsel to the committee of independent directors in the sale of BJ's Wholesale Club.
Michael Tumas is an "excellent and practical lawyer" much admired for his work on structural transactions. "Extremely responsive," he is also "very practical in terms of giving advice." Work for key client DuPont remains a significant portion of his practice, and he took the lead role during the acquisition mentioned above.
John Grossbauer is "smart and reasonable," and peers and clients alike state that "it is always a pleasure working with him." He took the lead role in assisting LinkedIn to draft its constituent corporate documents, which included a dual-class common stock structure.
Robert Symonds and Matthew O'Toole recently joined the firm from Stevens & Lee PC. Symonds is an experienced corporate and transactional lawyer. He regularly gives third-party legal opinions on various aspects of Delaware law. "Very responsive to clients' needs," he is noted for his keen intellect. O'Toole is a "sharp and well-respected" lawyer who maintains a broad practice, covering all aspects of Delaware corporate law and alternative entities.
Another new addition to the firm, Thomas Mullen recently joined from Prickett, Jones & Elliott PA. He is an expert on business transactions. Focusing particularly on limited liability companies and partnerships, he "works very hard" and is "easy to spend time with."
THE FIRM This large and well-regarded group covers the gamut of both corporate and alternative entity work, and is especially noted for its work in cutting-edge transactions. It worked for the special committee of Mediacom on the offer to take the company private in a $3.65 billion deal.
Sources say: "They know their stuff, they're Delaware lawyers, they're steeped in Delaware law... they live and breathe it. They always come up with ways to address problems, because that's all they do. They're just a terrific resource and have all of the information of the case law right at the tips of their fingers."
KEY INDIVIDUALS The "very commercial" Paul Altman is much admired by outside counsel as "a great second pair of eyes." He "not only spots the Delaware issues, but raises legal and business issues" as well.
The experienced Donald Bussard focuses his practice on corporate matters and is highly sought after for advice. He was part of the team that represented BHP Billiton in its purchase of Petrohawk Energy for some $15 billion.
Mark Gentile is admired for his many qualities, which include an ability to "inspire confidence" and the ability to "establish a rapport and earn clients' confidence under difficult circumstances." He is "a very calming experienced hand who can lay out different kinds of views," and is noted for his "mastery and knowledge of the law."
Bernard Kelley focuses his practice on transactional matters involving alternative entities, which encompasses work on their organization, structuring and operation.
Stephen Bigler is "just fantastic." "Very calm under pressure," he "is very measured in his advice," which is aided by the fact that "he knows the law backwards and forwards." He recently represented Insight Communications in its $3 billion purchase by Time Warner Cable.
William Haubert is "terrific" because "he knows the law very well, and he balances the legal requirements with the practicalities." He focuses his practice on general corporate law, encompassing issues such as fiduciary duty, corporate governance and other transactional matters.
Gregory Ladner is an expert on dissolution of partnerships, regularly helping clients in an area that is light on statutes. He is praised for his "business sense, availability, technical knowledge and the overall quality of his work." Recently he represented the conflicts committee of Global GP in the acquisition of a network of gasoline stations and related assets.
Eric Mazie focuses on alternative entities and has recently acted as local counsel to a variety of companies, including Honda, Nissan, Toyota and Ally Financial, on matters relating to their securitization programs.
Srinivas Raju is a "guru of corporate law", with particular expertise in partnership law. He is praised for being "very practical when giving advice" and "quick to respond." One client sums him up by saying: "What he gives you is correct and you get to the right answer quickly." He advised the conflicts committee of Chesapeake Midstream GP during its acquisition of specific assets from an affiliate of its general partner.
James Leyden continues his work for various Delaware-based alternative entities, including limited partnerships, statutory trusts and limited liability companies.
Doneene Keemer Damon is an expert in alternative entities. She served as Delaware counsel to BMW for its recent public securitization program, which included advising on the formation of special-purpose entities.
Mark Purpura is seen as an expert in both limited partnerships and partnership committees. "Very responsive and knowledgeable," he is "always very responsive" and even when "the questions are complex he always gives a clear and decisive answer."
John Mark Zeberkiewicz is "truly the future of the Delaware Bar," impressing clients and peers alike with "his thoughtful analysis, practical approach, willingness to put himself out there and his ability to take complex, subtle court cases."
THE FIRM This small but highly respected boutique focuses exclusively on corporate and alternative entity work. Praised by clients for its warm, inclusive style, the compact team advises clients on a number of both national and international transactions. Key clients include Accenture, RBS and GE. The international market is of increasing importance to the firm, as it offers advice on Delaware law to foreign companies.
Sources say: "Good quality, consistent and efficient. The Delaware counsel group is as good as any of them and is very strong on client care skills." "This firm is interested in its clients, which we really appreciate. It's a much more personal and interested relationship with this law firm."
KEY INDIVIDUALS The "extremely intelligent" Ellisa Opstbaum Habbart is lauded for "always trying to find the best solution for her client; she doesn't just take a point to take a point, she gets the big picture." Able to provide accurate, timely, relevant and strategic advice, she has an excellent listening capacity and is "attentive to her clients' needs." She was recently retained by Bidz.com relating to an ongoing private acquisition by Glendon Group.
THE FIRM The team at this internationally renowned firm advises clients on a variety of issues, including joint ventures, acquisitions in bankruptcy and strategic collaborations. Acting almost exclusively as lead counsel, the team has extensive experience, having acted on some of the largest deals seen in Delaware. A key client is Pfizer, for which the team was recently involved with the $11.9 billion sale of Pfizer Nutrition to Nestlé.
Sources say: "They are very, very good."
KEY INDIVIDUALS Robert Pincus maintains a broad practice advising clients on issues including M&A, restructurings and private equity investments. He recently took the lead in the team's representation of PharmaNet Development in its $600 million sale to inVEntiv Health by JLL Partners.
Steven Daniels's practice encompasses nearly all aspects of corporate law, although he is especially noted for his expertise in securities law matters.
The "very smart" Alison Land advises clients on a wide range of matters including alternative entities, M&A and securities work. She was recently involved in the acquisition of a distributor of medical devices for a multinational conglomerate.
THE FIRM This prestigious Delaware firm is best known for its actions as local counsel. Familiar with the law regarding alternative entities, the team is also regularly retained to work on the transactional aspects of either bankruptcy sales or troubled-asset acquisitions. Clients include US Bank, Solar Trust America and Discover Bank.
KEY INDIVIDUALS David McBride is a "really excellent litigator." Best known for his work on corporate defense work, he is especially well known for his M&A work.
Norman Powell is "a lawyer's lawyer." "Smart, quick with ideas, superb in drafting and fast in document turnaround." He is "a dominant intellectual presence in many areas of commercial law, especially at the intersection of the UCC and Delaware-specific law."
THE FIRM This team is regularly called upon to advise on issues concerning compliance with Delaware general corporation law and fiduciary duty, in addition to structuring transactions. It advises an impressive group of local and national clients.
Sources say: "They enjoy a unique reputation among the Delaware firms for handling both plaintiff and defendant work. This unique perspective is much appreciated by clients."
KEY INDIVIDUALS The experienced John Small is particularly noted for his plaintiff-side litigation work, and has experience working with alternative entities.
Marla Norton of Bayard, P.A. covers a wide range of corporate law, including third-party opinions and corporate governance, but is especially noted for her expertise on alternative entities. She was recently involved in the terms of financing for NKS Distributors.
Eric Feldman and Nicholas Froio also joined K&L Gates from Potter Anderson. Feldman is praised for his "exceedingly broad knowledge of the law" as well as being "consistently practical in his approach." An increasing portion of his practice is advising on potential federal and state legislation relating to anti-money laundering. Froio "obviously knows the statute and alternative entity law" and is thought of as a specialist in financial vehicles. Sources note that he is "extremely honest and creative in his approach to problems."
Scott Waxman recently left Potter Anderson & Corroon to found the Wilmington office of K&L Gates. He is considered a "preeminent expert in alternative entities." "An incredible lawyer," he is "very dedicated, really technical and knows his law." Sources note that his "client service is also amazing; he just worked all hours for us."