Our corporate attorneys have the expertise and resources to guide clients through complex negotiations and coordinate multiparty transactions from inception to closing, as well as the agility to handle smaller transactions. The firm has played a major role in many of the largest media and communications transactions. Representing both purchasers and sellers, our attorneys utilize a multidisciplinary approach working with the firm’s tax, regulatory, antitrust, labor, employee benefits, real estate and media and information technology groups, to efficiently coordinate and creatively handle all aspects of the transaction.
Recent examples of our mergers and acquisitions practice include the following:
- We represented Insight Communications, a major cable operator, and its shareholders in connection with the company's agreement to sell the company to Time Warner Cable for $3.0 billion.
- We represented Cox Enterprises and its AutoTrader.com subsidiary in connection with its acquisition of Kelley Blue Book Co., Inc. (the largest new and used car valuation company in the United States), its acquisition of vAuto, Inc. (a leading provider of advanced software tools for used vehicle management, pricing and inventory optimization), its acquisition of the business of HomeNet Automotive (a leading provider of online inventory management and merchandising solutions for auto dealers), Providence Equity Partner’s acquisition of a 25-percent equity interest in AutoTrader.com., a redemption of shares by AutoTrader.com, and the refinancing of its prior credit facility with a new $950 million senior secured credit facility in connection with its acquisitions of Kelley Blue Book and vAuto.
- We represented Insight Communications, a major cable operator, in connection with the purchase of a significant equity position in the company by an investor group led by Crestview Partners and MidOcean Partners and in connection with the company’s offer to purchase certain shares from its existing stockholders.
- We represented Cox Communications in connection with the creation and financing of a leveraged joint venture partnership between Cox and Scripps Networks Interactive Inc. to operate the Travel Channel. Cox contributed the Travel Channel to the partnership, and Scripps Network Interactive contributed cash to the partnership. We previously represented Cox Communications in connection with the exchange of Cox’s 25% interest in Discovery Communications for the stock of Travel Media, Inc., the company that owns Travel Channel and TravelChannel.com.
- We represented Hasbro, Inc. in connection with its formation of a 50/50 joint venture with Discovery Communications to form a children’s and family cable television network in the U.S. and on related agreements.
- We represented Harpo, Inc. and Oprah Winfrey in connection with the formation of a 50/50 joint venture with Discovery Communications to form a cable television network, OWN: The Oprah Winfrey Network, and on related agreements.
- We represented one of the two final bidders for the Chicago Cubs Major League Baseball franchise, Wrigley Field and an interest in Comcast SportsNet Chicago, in connection with the club’s media and other intellectual property rights.
- We represented MCG Capital Corporation's portfolio company, HITV Operating Co., Inc. and its affiliates in connection with an exchange of assets relating to television stations KGMB and KFVE in Hawaii with a subsidiary of Raycom Media, Inc.
- We represented The New York Times Company in connection with the sale of its New York City classical music radio station WQXR-FM, as part of a multi-party exchange transaction with Univision Radio and WNYC Radio.
- We represented Cox Enterprises and certain of its Cox Newspapers affiliates in multiple transactions involving the sale of several of Cox’s daily and community newspapers and related publications and websites located in Texas (Waco, Longview, Marshall, Lufkin and Nacogdoches), Grand Junction, Colorado, and North Carolina (Greenville, Rocky Mount and Elizabeth City), as well as Cox’s Saving Source Direct (direct mailing) business located in Tarboro, North Carolina.
- We represented Oak Hill Capital Partners in connection with a television station exchange transaction with Raycom Media in which Oak Hill's affiliate, Local TV Holdings, traded a Birmingham, Alabama station for WTVR (TV), Richmond, Virginia.
- We represented Cox in the redemption of its equity interest in the SpectrumCo, LLC joint venture with Comcast, TimeWarner and BrightHouse. In consideration of its interest in SpectrumCo, Cox received cash and FCC wireless communications licenses covering portions of Cox’s markets in Georgia, Florida, Louisiana, Arizona, Nevada and California.
- We represented Post-Newsweek Stations in the formation and funding of a new Florida company to construct a 1,000-foot broadcasting tower and state-of-the-art digital facilities for WPLG-DT, WSVN-DT and several other FCC licensees in the Miami metro area.
- We represented Cox in the redemption of its equity interest in the TVWorks, LLC joint venture with Comcast. Cox received cash and a perpetual license to intellectual property of TVWorks in exchange for its equity interest.
- We represented Media General in connection with the sale of WCWJ, a Jacksonville, Florida television station, to Nexstar Broadcasting Group, Inc.
- We represented Cox Enterprises in connection with its tender offer for the publicly traded shares of Cox Radio and the related going private transaction.
- We represented First Media Radio in connection with its acquisition of radio station WINX-FM from CWA Broadcasting.
- We represented Total Resource Auctions, Inc., a subsidiary of Manheim, Inc, in its acquisition of six industry leading salvage automobile auction companies operating in 15 locations in nine states.
- We represented Manheim, Inc. in the sale of its Remarketing Solutions, Title Solutions and Recovery Solutions divisions.
- We represented private equity firm BC Partners in connection with its acquisition of ATI Holding Company, which operates 24 career training centers in Texas, Florida, Oklahoma, Arizona and New Mexico.
- We represented Heald College in connection with its sale to Corinthian Colleges, Inc.
- We represented Wellspring Capital in connection with the sale of Vatterott Educational Centers to TA Associates. Vatterott serves more than 7,500 students annually on 22 campuses in nine Midwestern states.
- We represented AEA Investors LP, a leading private equity firm that specializes in investments in middle market companies, in its acquisition of the assets of Southwest Florida College, a post-secondary education institution with four campuses in Florida.
- We represented Camden Partners in connection with its investment in National American University.
- We represented Endeavour Capital in the acquisition of Southern Careers Institute in Austin, Texas.
- We represented Piccolo Educational Systems, Inc. and its subsidiary Nouveau Educational Systems, Inc. in connection with the sale of the Piccolo International University division to FL-EX Holdings, Inc. (dba TeamEDU).
- We represented the Brown Court Reporting School in Atlanta, Georgia, in connection with its sale to Coyne American Institute.
- We represented Oak Hill Capital Partners in connection with its acquisition of nine television stations from Fox Television for approximately $1.12 billion.
- We represented Cox Enterprises, Inc. in connection with its acquisition of Adify, an online advertising network.