The Wall Street bankers behind Comcast Corp. (CMCSA)’s $45.2 billion bid for Time Warner Cable Inc. (TWC), a surprise end-run around veteran media dealmaker John Malone, drew from experience on some of the past decades’ biggest deals, including the RJR-Nabisco buyout made famous in “Barbarians at the Gate.”
Bankers James B. “Jimmy” Lee, Blair Effron, Paul Taubman and Robert Kindler also have figured variously in Michael Dell’s move to take his firm private and the sale of NBC by General Electric Co.
In sealing the Time Warner Cable deal last night, the four bankers helped Comcast Chief Executive Officer Brian Roberts trump a bid from Charter Communications Inc. (CHTR), advised by Goldman Sachs Group Inc. and LionTree Advisors LLC. Charter’s billionaire backer Malone had courted Time Warner Cable for months before the Comcast bid -- the biggest cable deal since Comcast bought AT&T Inc.’s cable assets for $52 billion in 2002.
JPMorgan Chase & Co. (JPM) Vice Chairman Lee and Taubman, a Morgan Stanley alumnus, will take a share of as much as $68 million for working with Comcast, according to New York-based research firm Freeman & Co. Part of that fee will go to co-adviser Barclays Plc (BARC), according to Freeman.
Effron, a co-founder of Centerview Partners, and Morgan Stanley’s Kindler may get as much as $75 million for advising Time Warner Cable, Freeman said. Sharing in the fee will be Citigroup Inc. and Allen & Co.
The four bankers have been professionally linked for years. JPMorgan’s Lee and Centerview’s Effron both had roles in GE’s $16.7 billion sale of its remaining stake in NBC Universal to Comcast in early 2013. Kindler worked with Lee at JPMorgan as head of global M&A before Taubman recruited him to come work at Morgan Stanley (MS) in 2006.
Lee, Taubman and Kindler have worked with and across the table from each other on numerous deals.
Lee advised UAL Corp.’s United Airlines while Kindler worked with Continental Airlines on their $3.1 billion merger in 2010.
Taubman and Effron, meanwhile, are both among the biggest Wall Street fundraisers for President Barack Obama and other Democratic Party candidates. This is the first deal they have worked on together, said a person familiar with the matter, who asked not to be identified because the talks were private.
All four veteran bankers worked to keep the matter secret from Malone, himself one of the biggest dealmakers in the cable industry’s formative years.
In the 1980s, Malone won big with bets on startups like Discovery Communications Inc. and Black Entertainment Television and even by bailing out rival media tycoon Rupert Murdoch. Since largely abandoning the U.S. cable market in 1999, Malone has spent about $50 billion in Europe. His Liberty Global Inc. is on track to report 2013 sales of almost $15 billion, data compiled by Bloomberg show.
This is just the latest high-profile deal involving JPMorgan’s Lee. He led the bank’s effort in taking General Motors Co. public in 2010 with a record IPO. He also worked with Effron on News Corp.’s 2007 acquisition of Dow Jones & Co., owner of the Wall Street Journal.
Effron, co-founder of the independent investment bank Centerview with Robert Pruzan in 2006, is portrayed as a junior banker arranging a secret meeting between KKR & Co. and a senior Nabisco executive in the book “Barbarians,” by Bryan Burrough and John Helyar, which described the $30 billion purchase of RJR Nabisco in 1988, detailing the egos and back-room dealings that went on at the time.
Effron worked on ConAgra Foods Inc.’s purchase of Ralcorp Holdings for $5 billion, and advised H.J. Heinz Co. last year when the food giant was sold to Brazil private-equity firm 3G and Warren Buffett’s Berkshire Hathaway Inc. Effron also advised InBev when it acquired Anheuser-Busch in 2008 for $52 billion.
The Time Warner Cable deal is another coup for Taubman, who began PJT Capital LLC last year after leaving Morgan Stanley in 2013, following a 27-year career there. He had a role as an individual adviser in Verizon Communication Inc.’s $130 billion buyout of partner Vodafone Group Plc’s 45 percent stake in Verizon Wireless, the largest U.S. mobile carrier. The acquisition, the largest announced in the past five years, pushed PJT into the top 20 deal advisers of 2013, according to data compiled by Bloomberg.
Kindler, Morgan Stanley’s vice chairman of investment banking, has had Time Warner Cable as a client since he was a lawyer at Cravath, Swaine & Moore, said a person familiar with the matter, keeping them as a client in his next two roles. He has worked before with Comcast, advising the cable company on its acquisition of AT&T Broadband, and was with Grupo Modelo SAB when the Mexican brewer was sold to Anheuser-Busch InBev NV.
The fee pool for the financial advisers is projected to be as much as $143 million for both sides, which would be the third-largest payday since 2009, according to Freeman.
Morgan Stanley is the top adviser on mergers and acquisitions this year including the Comcast-Time Warner Cable transaction, with 21 deals valued at $115 billion, data compiled by Bloomberg show. The New York-based investment bank also worked with Suntory Holdings Ltd., the closely held Japanese whiskey and beer maker, on its $16 billion takeover of Beam Inc. in January.
JPMorgan is ranked second, with 25 deals worth $113 billion, and Centerview is third with seven transactions valued at $88 billion, the data compiled by Bloomberg show.
Goldman Sachs led M&A advising last year, working on 349 deals valued at $559 billion, the data show.
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