| Dechert | Standout | Acting for Medco in the $29bn merger with Express Scripts | 8 | 8 | 8 | 24 | Innovative use of merger guidelines, a clever merger agreement and an "air cover" strategy were combined to pull off one of the largest mergers in 2012, while sidestepping the risk of an antitrust investigation. |
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| Mayer Brown | Standout | The Cemex-IBM strategic agreement | 9 | 8 | 7 | 24 | Used an innovative method of quantifying the value of contract terms to enable Mexican cement company Cemex to select a strategic partner that best suited its business goals and need to cut costs. |
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| Skadden, Arps, Slate, Meagher & Flom | Standout | Acting for Express Scripts in the $29bn merger with Medco | 7 | 8 | 8 | 23 | Advising Express Scripts in this high-profile merger, the firm took a new approach to merger guidelines and used an innovative "double dummy" structure to keep a high proportion of cash within the deal. |
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| Davis Polk & Wardwell | Standout | Chinese conglomerate Dalian Wanda's $2.6bn acquisition of AMC, the US cinema company | 7 | 7 | 8 | 22 | The largest ever purchase of a US company by a Chinese group. In advising Dalian, Davis Polk needed original and flexible thinking to put together a complex deal that has created the world's largest cinema operator. |
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| Cleary Gottlieb Steen & Hamilton | Highly commended | Fending off a hostile takeover bid for Family Dollar by Trian | 6 | 8 | 7 | 21 | Pre-emptive advice from the lawyers protected retailer Family Dollar's long-term growth with the combined use of a "poison pill" and an agreement between the board and investment fund Trian. |
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| Kirkland & Ellis | Highly commended | Double material adverse effect (MAE) protection for a three-party club deal | 7 | 7 | 7 | 21 | Developed a complex merger agreement and financing structure to enable three buyers jointly to acquire shoe company Collective Brands, then split its units among themselves. |
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| Kirkland & Ellis | Highly commended | Bridging US and European private equity conventions | 7 | 6 | 8 | 21 | Crafted a novel indemnification structure to ensure US/Canadian brewer Molson Coors' €2.65bn ($3.37bn) acquisition of eastern European company StarBev was acceptable on both sides of the Atlantic. |
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| Paul Hastings | Highly commended | Antitrust strategy for $1.375bn sale of Samsung business to Seagate Technologies | 6 | 8 | 7 | 21 | The firm secured EU competition approval ahead of a parallel merger of the hard disk drive businesses, paving the way for clearance in other key jurisdictions. |
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| Davis Polk & Wardwell | Highly commended | Applying M&A principles to the Delphi Automotive IPO | 7 | 7 | 6 | 20 | The initial public offering demanded several original elements, including a flexible mechanism to ensure enough stakeholders would sell into the offering. |
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| Skadden, Arps, Slate, Meagher & Flom | Highly commended | An M&A transaction to dissolve a pharmaceutical joint venture | 7 | 6 | 7 | 20 | Represented Amylin in a dispute with Eli Lilly, devising a novel separation agreement to preserve value prior to its acquisition by Bristol-Myers Sqibb and AstraZeneca. |
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| White & Case | Highly commended | Industrial and Commercial Bank of China acquisition of Bank of East Asia (USA) | 6 | 7 | 7 | 20 | Overcame significant practical and regulatory hurdles to enable the mainland Chinese bank to acquire a controlling stake in the US bank, the first deal of its kind. |
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| Cravath, Swaine & Moore | Commended | A new twist on the Reverse Morris Trust | 6 | 7 | 6 | 19 | A highly complex transaction that allowed Pentair to merge into the flow control business of Tyco Flow and redomesticate the new business to Switzerland, while ensuring a tax-free transaction for both parties. |
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| Latham & Watkins | Commended | A lockout insurance policy for National Football League players | 7 | 6 | 6 | 19 | Created an original way to assure players' incomes while they were in dispute with NFL owners. The programme provided players leverage in negotiations and prevented cancellation of the 2011 season. |
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| Mayer Brown | Commended | Privatisation of Luis Munoz Marin Airport in Puerto Rico | 5 | 7 | 7 | 19 | Balanced the interests and demands of nine airlines, government agencies and lenders to secure the first successful privatisation of a big US airport. |
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| Skadden, Arps, Slate, Meagher & Flom | Commended | Challenging conventional wisdom to defeat a hostile bid | 6 | 7 | 6 | 19 | In an unconventional approach to Delaware law, advised Cephalon to set a tight deadline to defend itself against a hostile takeover bid from Valeant Pharmaceuticals. The plan worked and Cephalon shareholders rejected the bid. |
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| Sullivan & Cromwell | Commended | Sale of the LA Dodgers baseball team | 6 | 7 | 6 | 19 | A multi-faceted action that involved family, property, bankruptcy, media, real estate and sports law. Frank McCourt's divorce, sale of the LA Dodgers and Dodgers Stadium and settlement with Major League Baseball resulted in the highest ever sale price for a professional sports franchise in North America. |
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| Akin Gump Strauss Hauer & Feld | Commended | Accountable Care Organisation to provide affordable healthcare in Texas | 5 | 6 | 7 | 18 | Created the legal structure to combine non-profit services with management approaches of a for-profit business for the Texas Association of Community Health Centers. |
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| Kirkland & Ellis | Commended | A collaboration agreement for a joint acquisition by Bristol-Myers Squibb and AstraZeneca | 6 | 7 | 5 | 18 | An unusual deal that provides a template for big pharmaceutical companies to cooperate on bidding and sharing financial risk when acquiring drugs in the early stages of commercial development. |
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| Sullivan & Cromwell | Commended | Merging Chile's LAN Airlines with TAM of Brazil | 6 | 6 | 6 | 18 | Developed a complex holding company structure to unify shareholder interest and satisfy national flag requirements. The new group, LATAM, is now the leading Latin American carrier. |
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| Jones Day | Commended | ACI Worldwide acquisition of S1 Corporation | 6 | 6 | 5 | 17 | Used an exchange offer to help tempt S1 shareholders away from an existing stock-for-stock merger of equals in favour of ACI's cash-and-stock bid. |
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| McDermott Will & Emery | Commended | South Korea's largest ever outbound consumer product deal | 5 | 6 | 6 | 17 | Seamless advice on Chinese legal issues, including complex due diligence and antitrust advice, was critical to winning the bid for Fila/Mirae led consortium against strong competition. An important deal for South Korea, it paves the way for increased cross-border M&A. |
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