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Sidley, Milbank, Kirkland, Littler: Business of Law

(Corrects spelling of name in sixth paragraph of Dewey item in story published April 19.)

April 19 (Bloomberg) -- In SXC Health Solutions Corp.’s $4.4 billion acquisition of Catalyst Health Solutions Inc., Sidley Austin LLP represented SXC while Catalyst relied on Milbank, Tweed, Hadley & McCloy LLP.

The Sidley corporate lawyers on the deal were partners Gary Gerstman and Scott Williams, and associates Michael Heinz, Jonathan Blackburn and Christy Herbas, all in Chicago; in tax, partner Sharp Sorensen and associate Karen Hayes in Chicago; in benefits, partner Matthew Johnson and associate Corey Perry in Chicago; in health care, partner Mark Langdon in Washington and associate Jenny Cheung in San Francisco; in banking, partner Tracey Nicastro and associate Christina Kiel in Chicago; and in antitrust, partners Marc Raven and David Giardina in Chicago.

Milbank represented Catalyst. The Milbank lawyers leading the deal are partner Thomas Janson, of counsel David Schwartz and associates George Esposito and Nehal Siddiqui.

The other Milbank attorneys on the deal are partner Alan Stone, of counsel Charles Westland, partners Russell Kestenbaum, Paul Wessel, Lawrence Kass and Richard Gray, of counsel Matthew Ahrens and associates Nicole Rosser and Jeffrey Michalczak.

Pharmacy benefits managers are combining after Express Scripts Inc., the largest in the U.S., agreed to pay $29.1 billion for Medco Health Solutions Inc. SXC of Lisle, Illinois, one of the biggest providers of technology for processing prescription claims, was the target of speculation last month. The company is now in position to be one of the nation’s largest pharmacy benefit companies, said Brian Tanquilut, an analyst with Jefferies & Co. in Nashville, Tennessee.

For more on the deal, click here.

Knology Agrees to $750 Million Takeover by WideOpenWest

Knology Inc., the cable company with customers primarily in the southeastern U.S., agreed to be bought by closely held cable operator WideOpenWest LLC for about $750 million.

Kirkland & Ellis represented WideOpenWest, or WOW, as the company is known. The firm’s corporate lawyers on the deal are, in New York, partners Kirk Radke and Joshua Kogan and associates Charles Fellers, Brandon Charnas and Jessica Woolf.

Also on the deal from Kirkland & Ellis are in finance/capital markets, partners Joshua Korff and Jason Kanner in New York; in tax, partners Patrick Gallagher and David Grenker and associate Heather Behrend; in antitrust, partner Christine Wilson and associate Joseph Nord in Washington; in employee benefits, partner Alexandra Mihalas and associate Margaret Hermes in Chicago; in environmental, partner Toby Chun and associate Jonathan Kidwell in Washington; in executive compensation, partner Scott Price and associate Matthew Shiels in New York; in intellectual property, partner Edward Sadtler and associate David Lee in New York; and in real estate, partner Jennifer Morgan and associate Jennifer Sheehan in New York.

Alston & Bird LLP represented Knology. Leading the team was partner Lesley Solomon, along with partners Richard Grice and Laura Thatcher in Atlanta and David Brown in Washington and associates Jarrett Ellis, Virginia Brown and Jason Peterson in Atlanta.

Hogan Lovells US LLP provided advice to Knology’s board. From the firm are corporate partners Joseph E. Gilligan, Steven M. Kaufman, Paul D. Manca and Joseph G. Connolly Jr., all in Washington, partner Kevin K. Greenslade in McLean, Virginia, and associate Christopher H. Schott in Washington.

Employee benefits partner William L. Neff and tax partner Daniel M. Davidson in Washington, antitrust partner Michele S. Harrington in McLean and lending partner Gordon C. Wilson in Washington also worked on the deal.

Knology investors will receive $19.75 a share in cash, according to a statement from the companies yesterday. The total transaction value is $1.5 billion, including acquired debt.

WideOpenWest, based in Englewood, Colorado, was acquired by New York-based private equity firm Avista Capital Partners in 2006. The company provides cable, broadband and landline phone service to customers in Indiana, Illinois, Ohio and Michigan.

For more on the deal, click here.

Capital Markets

Pepper Hamilton Represents Teen Retailer Five Below in IPO

Pepper Hamilton LLP was retained by Five Below Inc., the Philadelphia-based teen specialty retailer, for its initial public offering.

From Pepper Hamilton are partner Barry M. Abelson in the Philadelphia office, partner John P. Duke in the Berwyn, Pennsylvania, office and associates Jessica A. Bisignano and Kathryn E. Daly in the firm’s Philadelphia office.

According to the S-1 filed with the U.S. Securities and Exchange Commission yesterday, Robert Buckholz, a partner at Sullivan & Cromwell LLP is representing the underwriters in the offering. Buckholz didn’t respond to an e-mail seeking a full list of the attorneys working on the IPO.

Five Below, founded by David Schlessinger and Thomas Vellios, caters to teens and pre-teens with candy, stationery and beauty products priced at $5 and less. The retailer opened its first store in 2002 and operated 192 locations in 16 states at the end of fiscal 2011.

The retailer, majority owned by private-equity firm Advent International Corp., said in its regulatory filing that the number of shares to be offered hasn’t yet been determined.

Dewey LeBoeuf

Russian Office of Dewey Said to Be Seeking New Law Firm

Dewey & LeBoeuf LLP’s struggle to survive a defection crisis that has seen it lose 20 percent of its partners is intensifying as its 42-lawyer Moscow outpost seeks to decamp to another U.S. law firm, according to a person familiar with the negotiations, Bloomberg’s Jeremy Hodges and Sophia Pearson report.

The firms in talks with Dewey’s Russia-based lawyers include Orrick Herrington & Sutcliffe LLP, Winston & Strawn LLP and King & Spalding LLP, said the person, who declined to be identified because the person wasn’t authorized to speak publicly on the matter.

Dewey has had a Russian presence since 1990 and currently houses 12 partners there, according to U.K.-based spokesman Duncan Miller. With one of the larger Russian offices of the international law firms in Moscow, its team focuses on corporate and finance work in the energy sector.

Garry Pegg, co-managing partner of Atlanta-based King & Spalding’s London office; David Schaefer, a spokesman for San Francisco-based Orrick; and Thomas Benz, a partner in Chicago-based Winston’s London office, didn’t immediately return calls seeking comment.

On April 17, eight lawyers, including several members of Dewey’s key utilities, power and pipelines industry group, left for Hunton & Williams LLP and Pillsbury Winthrop Shaw Pittman LLP. The drumbeat of departures, if it continues, may trigger requirements to pay back loans, a law firm consultant said.

“I think the departures are likely of concern internally and to providers of capital to the firm,” said Kent Zimmermann, a Zeughauser Group consultant. “This just fuels the perception that is widely held in the market that the firm is in a spiral.”

At issue are Dewey’s loan agreements tied to its lines of credit, the consultant said. Typically, law firms are required to maintain a certain number or percentage of partners, said Zimmerman. Dewey is in renegotiation talks with lenders on restructuring its credit lines, the firm said.

“We’re in ongoing discussions and they’re private,” Angelo Kakolyris, a spokesman for the firm, said yesterday. He declined to comment on the Russia office.

For more, click here.


Littler Mendelson Adds Shareholder in Pittsburgh Office

Daniel E. Wille, who specializes in employee benefits, has joined Littler Mendelson PC in the firm’s Pittsburgh office.

Wille previously was a partner in the Pittsburgh office of Reed Smith LLP. According to a statement by the firm, Wille works both on litigation and advising companies on employee benefits.

Littler specializes in representing management in employment and labor matters.

To contact the reporter on this story: Ellen Rosen in New York at

To contact the editor responsible for this report: Michael Hytha at

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