Skadden Arps Slate Meagher & Flom LLP represented Upsher-Smith Laboratories Inc., which agreed to buy Proximagen Group Plc, a U.K. biotechnology company pursuing treatments for central nervous system diseases, for as much as 356.8 million pounds ($554.7 million).
Skadden’s London mergers and acquisitions partners included Michael Hatchard and Scott Hopkins. Corporate finance partners David Goldschmidt in New York, and Jim McDonald in London, worked on the deal, as did London partners Clive Wells, banking and Tim Sanders, tax.
Proximagen received legal advice from Reed Smith LLP. The Reed Smith team was led by London partner Giles Beale and included London corporate partner James Wilson. Assistance on the deal also came from London partners Caspar Fox, tax; Jeremy Glover, benefits; and George Brown, litigation.
Sidley Austin LLP advised lender JPMorgan Chase & Co. Sidley partners included Zulfiqar Bokhari and Howard J. Waterman, global finance, Stephen Blackshaw, corporate and securities, and Kevin R. Pryor, tax.
Travers Smith provided additional legal advice to Upsher-Smith, Skadden said. The firm didn’t respond to a request for information about the partners involved.
Upsher-Smith, based in Maple Grove, Minnesota, will pay 320 pence a share in cash for London-based Proximagen, the companies said in a statement yesterday. Proximagen holders can receive additional payments of as much as 192 pence a share in cash or loan notes if two experimental drugs meet certain goals, the companies said.
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Former Dewey Partner Sues Firm Leaders for Fraud
Former Dewey & LeBoeuf LLP partner Henry Bunsow is suing the leaders of his bankrupt firm, including ex-chairman Steven Davis, for committing fraud by lying about the firm’s finances. The American Lawyer reported the suit yesterday.
Filed in San Francisco Superior Court, Bunsow accused firm leaders of running a Ponzi scheme and committing fraud when they began recruiting him in 2010 to join the firm. He said they relied on financial numbers provided to The American Lawyer magazine to convince him of the financial health of the firm.
In the suit filed by lawyers at Lynch, Gilardi & Grummer, PC, Bunsow names Jeffrey Kessler, Joel Sander, Stephen DiCarmine and James Woods, along with Does as defendants. In the complaint, he said firm leaders came up with “a scheme to get plaintiff and other lateral partners to advance their payment of capital knowing full well that such capital would never be repaid.”
Bunsow, formerly at Howrey LLP, another big firm that closed, started at Dewey in January 2011. He left last month, with a group of lawyers to start Bunsow & DeMory in San Francisco, according to press reports.
Kessler told the American Lawyer in a statement that the allegations were outrageous and false. DiCarmine declined to comment through a lawyer, while the others didn’t respond to a request for comment, the American Lawyer reported.
The firm filed for bankruptcy May 28. The firm, based in New York, listed debt of $245 million and assets of $193 million in a Chapter 11 filing in U.S. Bankruptcy Court in Manhattan.
The case is Bunsow v. Davis, 12-cv-521540, California Superior Court (San Francisco).
Rebekah Brooks Case Sent to Crown Court for June 22 Hearing
Rebekah Brooks, the former head of News Corp.’s British publishing unit, who is being advised by the London law firm Kingsley Napley and the barrister Hugo Keith, made her first court appearance to face charges she tried to cover up the tabloid phone-hacking scandal.
Brooks, 44, had her case transferred to a higher criminal court by Judge Howard Riddle at a hearing yesterday in London. The next hearing in the case will be at Southwark Crown Court on June 22.
Brooks was charged last month with conspiracy to pervert the course of justice. Prosecutors said she conspired to “remove seven boxes of material from the archive of News International” and “conceal documents, computers and other electronic equipment,” from police investigating phone hacking and bribery of public officials by the News of the World and the Sun tabloids.
Brooks’s husband, Charlie; her personal assistant, Cheryl Carter; the former head of security at News International, Mark Hanna; Brooks’s chauffeur, Paul Edwards; and former News International security guard Daryl Jorsling, were also charged in the cover-up.
None of the defendants, who are free on bail, commented at the hearing.
Nigel Pilkington, of the Crown Prosecution Service, said the defendants must inform officers from the Metropolitan Police’s Operation Weeting if they are planning any foreign travel. Brooks isn’t allowed to contact Carter, Edwards, Hanna or Jorsling directly under her bail conditions, including by text message or through social-networking websites, Pilkington said.
The charges against Brooks, which relate to events from July of last year, are the first in the expanded police investigation into phone hacking. The charge, which can be related to destroying evidence or deliberately misleading a court or investigation, carries a maximum sentence of life imprisonment, according to prosecutors.
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BuckleySandler Adds Former Civil Chief to U.S. Attorney’s Office
Andrew W. Schilling, former chief of the civil division of the U.S. Attorney’s Office for the Southern District of New York, is joining BuckleySandler LLP as a partner in New York.
As chief of the civil division, Schilling supervised 57 Assistant U.S. Attorneys in eight specialized units, one of the largest civil divisions in the country, the firm said in a statement. He established the office’s new civil frauds unit, which investigates and prosecutes complex financial fraud cases, including mortgage fraud and health care fraud cases.
Schilling’s hire follows the firm’s announcement that Thomas A. Sporkin, chief of the Office of Market Intelligence at the Securities and Exchange Commission, will also join the firm.
“As financial services and other corporate entities continue to grapple with increased scrutiny and regulations, it is important for our clients to have a team with broad experience in defending against complex enforcement and criminal prosecutions working on their behalf,” Andrew L. Sandler, BuckleySandler chairman and executive partner, said in a statement.
BuckleySandler started in March 2009 with approximately 40 attorneys. The firm now has over 150 attorneys in Washington, Los Angeles and New York.
Cadwalader Financial Services Partner Moves to WilmerHale
Wilmer Cutler Pickering Hale and Dorr LLP announced that Drew G.L. Chapman has joined the firm’s New York office as a partner in the securities department and investment management group and head of the alternative investment practice.
Chapman joins the firm from Cadwalader, Wickersham & Taft LLP, where he was a partner in the financial services practice.
His practice focuses on the alternative investment, asset management, and financial services industries, in which he has transactional, structuring and fund formation experience. He has worked with some of the leading hedge funds and hedge fund service providers throughout his 15 years of private practice in New York.
“We are pleased to welcome Drew to WilmerHale,” said Robert Novick, co-managing partner of the firm. “Drew will act as a core investment management partner to our New York office. The transactional services that he provides compliment the manner in which we currently represent our hedge fund and alternative asset management clients in this growing market.”
WilmerHale has 1,000 lawyers with offices in 12 cities in the U.S., Europe and Asia.
Nelson Mullins Hires Two Corporate Partners in Boston
Two partners focused on corporate and technology clients have joined the Boston office of Nelson Mullins Riley & Scarborough LLP from separate firms.
Juan Marcelino, previously at Greenberg Traurig LLP, focuses his practice on securities enforcement matters, representing corporate entities, officers and directors in matters involving, among others, insider trading, financial reporting, offering fraud, and other securities law violations.
James P. O’Hare, previously at K&L Gates LLP, represents technology-based companies, their boards of directors, and investors in the areas of general corporate matters, mergers & acquisitions, dispute resolution and public and private financings.
Nelson Mullins opened its Boston office in 2006 and has 37 attorneys and other professionals providing legal services. The firm has more than 430 attorneys and government relations professionals with offices in Atlanta; Boston; Washington; Nashville, Tennessee; Tallahassee, Florida; West Virginia; North Carolina and South Carolina.
Mills & Reeve Appoints New Insurance Partner to Head Practice
Mills & Reeve LLP announced that Kate Archer has joined the firm in its Birmingham, England, office, where she will lead the development of its casualty capability in the firm’s insurance practice.
Archer was previously with DAC Beachcroft Slp, the firm said. She specializes in catastrophic injury work and has experience in a range of casualty work.
“We are delighted to welcome Kate to head our casualty unit. Insurance is a key strength of the firm and, under Kate’s leadership, our casualty team will further enhance our ability to service clients,” said Guy Hodgson, national head of insurance disputes at Mills & Reeve.
Mills & Reeve has 98 partners and over 360 additional lawyers at six offices in England.
Gupta Prosecutors, Defense Trade Critiques in Summations
Rajat Gupta “abused” his role as a director at Goldman Sachs Group Inc. and Procter & Gamble Co. by leaking secret tips to an associate, a prosecutor said during summations in Gupta’s federal insider-trading trial.
Assistant U.S. Attorney Richard Tarlowe told jurors in Manhattan federal court that there is “overwhelming evidence” Gupta passed secret information to Galleon Group LLC co-founder Raj Rajaratnam, the hedge fund manager now serving an 11-year prison sentence for insider trading.
“Gupta abused his position as a corporate insider by providing secret information,” Tarlowe said. Those leaks allowed “Rajaratnam and his criminal associates at Galleon” to make millions of dollars through illicit trades, he said.
In the defense summation, attorney Gary Naftalis decried the lack of “real, hard, direct evidence” in the U.S. case.
“The prosecution failed here to prove that Mr. Gupta acted knowingly and willfully and with any specific intent to defraud,” he said in a conversational tone that contrasted with Tarlowe’s fiery closing.
Gupta, 63, who ran McKinsey & Co. from 1994 to 2003, is on trial for allegedly leaking secret tips to Rajaratnam, 64, about New York-based Goldman Sachs and Cincinnati-based Procter & Gamble. He left the Goldman Sachs board in 2010 and the P&G board last year.
Naftalis said at the start of his summation that he would prefer to sit down with the jury “as people” and simply discuss the case. “Regrettably, the rules don’t permit that,” he said.
The case is U.S. v. Gupta, 11-cr-00907, U.S. District Court, Southern District of New York (Manhattan).
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