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Most innovative US law firms: Corporate law 2012

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Firm
Rank
Innovation
Originality
Rationale
Impact
Total
Description
DechertStandoutActing for Medco in the $29bn merger with Express Scripts88824Innovative 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.
Mayer BrownStandoutThe Cemex-IBM strategic agreement98724Used 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.
Skadden, Arps, Slate, Meagher & FlomStandoutActing for Express Scripts in the $29bn merger with Medco78823Advising 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.
Davis Polk & WardwellStandoutChinese conglomerate Dalian Wanda's $2.6bn acquisition of AMC, the US cinema company77822The 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.
Cleary Gottlieb Steen & HamiltonHighly commendedFending off a hostile takeover bid for Family Dollar by Trian68721Pre-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.
Kirkland & EllisHighly commendedDouble material adverse effect (MAE) protection for a three-party club deal77721Developed a complex merger agreement and financing structure to enable three buyers jointly to acquire shoe company Collective Brands, then split its units among themselves.
Kirkland & EllisHighly commendedBridging US and European private equity conventions76821Crafted 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.
Paul HastingsHighly commendedAntitrust strategy for $1.375bn sale of Samsung business to Seagate Technologies68721The 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.
Davis Polk & WardwellHighly commendedApplying M&A principles to the Delphi Automotive IPO77620The initial public offering demanded several original elements, including a flexible mechanism to ensure enough stakeholders would sell into the offering.
Skadden, Arps, Slate, Meagher & FlomHighly commendedAn M&A transaction to dissolve a pharmaceutical joint venture76720Represented 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.
White & CaseHighly commendedIndustrial and Commercial Bank of China acquisition of Bank of East Asia (USA)67720Overcame 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.
Cravath, Swaine & MooreCommendedA new twist on the Reverse Morris Trust67619A 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.
Latham & WatkinsCommendedA lockout insurance policy for National Football League players76619Created 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.
Mayer BrownCommendedPrivatisation of Luis Munoz Marin Airport in Puerto Rico57719Balanced the interests and demands of nine airlines, government agencies and lenders to secure the first successful privatisation of a big US airport.
Skadden, Arps, Slate, Meagher & FlomCommendedChallenging conventional wisdom to defeat a hostile bid67619In 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.
Sullivan & CromwellCommendedSale of the LA Dodgers baseball team67619A 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.
Akin Gump Strauss Hauer & FeldCommendedAccountable Care Organisation to provide affordable healthcare in Texas56718Created the legal structure to combine non-profit services with management approaches of a for-profit business for the Texas Association of Community Health Centers.
Kirkland & EllisCommendedA collaboration agreement for a joint acquisition by Bristol-Myers Squibb and AstraZeneca67518An 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.
Sullivan & CromwellCommendedMerging Chile's LAN Airlines with TAM of Brazil66618Developed 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.
Jones DayCommendedACI Worldwide acquisition of S1 Corporation66517Used 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.
McDermott Will & EmeryCommendedSouth Korea's largest ever outbound consumer product deal56617Seamless 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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