Editorial: Mergers & Acquisitions in Florida
01 November 2007
Florida benefits from the high levels of M&A activity in the US in general, and also acts as a hub for cross-border transactions in Latin America. This results in raised levels of corporate activity and transactional work, and as such local commercial firms are particularly strong in this area. Our research has identified 24 practitioners, from 12 leading outfits, who stand out in this field.
Holland & Knight LLP is the only firm to gain four nominations here. Well known for its “national footprint”, its Florida-based experts make an impact in this chapter. Robert Grammig is a “tough competitor”, “universally respected” by his peers. Based in the Tampa office, he leads the firmwide securities practice. Recognised for cross-border work on behalf of both US and foreign entities, he is one of the most highly regarded individuals and also appears in our capital markets and corporate governance chapters. From the same office, Chester Bacheller was repeatedly commended for his corporate merger, acquisition and disposition work and is said to be “extremely impressive”. Miami-based Rodney Bell leads the firm’s securities and public companies practice in South Florida, and was described as “exceptionally skilled”. Like Grammig, he appears in three chapters of this book, and his M&A expertise includes public and private company mergers, acquisitions and dispositions, as well as going-private transactions, special committee representations, tender offers and proxy contests. Alongside him is the “admirable” Steven Sonberg, chair of the firm’s business section. Sonberg is the third partner from the firm to feature in our M&A, capital markets and corporate governance chapters, and is rated as “one of the best around” by his competitors. The international dimension to his practice impressed our sources, and he has been involved in transactions in Canada, Latin America and across Europe. With four such highly rated individuals, Holland & Knight leads the pack in this field of law.
Two of the three featured partners from Greenberg Traurig LLP are based in the Miami office. Gary Epstein heads the national corporate and securities practice, and was described to us as an “absolutely superb corporate lawyer” – he also appears in the corporate governance and capital markets chapters. Nationally renowned for his representation of IVAX Corporation in its merger with TEVA Pharmaceutical Industries, which created the largest generic drug company in the world, he also garnered praise for his work on behalf of the Seminole Tribe of Florida and its subsidiary, Seminole Hard Rock Entertainment, in the $1 billion acquisition of Hard Rock International and other related entities from The Rank Group. He also serves as counsel to special committees in acquisition contests, and comes rated as “one of the foremost experts in Florida”. Robert Grossman worked alongside Epstein on the IVAX Corporation merger, as well as for Devcon International Corp in its acquisition of Adelphia electronic security services assets, and he was picked out as a “very fine lawyer”. Donn Beloff is in the Fort Lauderdale office, and is the third featured partner from the firm. Like several other individuals in this chapter, he was also recognised for his capital markets expertise, and was counsel for private equity firm HIG Capital in its acquisitions of Wackenhut Resources, Accupac and MSC-Medical Services Company, as well as for Alpha Private Equity Fund in the acquisition of AAi.FosterGrant. An “impressive, dedicated and effective practitioner”, he takes his place among the leaders in the field.
Akerman Senterfitt claims to have handled more transactions than any other law firm in Florida - well over $10 billion worth of transactions since 1995 - and has more than 50 corporate lawyers throughout the state who devote a substantial portion of their practice to M&A-related work. Three from the Miami office polled sufficient nominations to be included in our final listing, and all appear in multiple chapters. The “excellent” Stephen Roddenberry is “a cut above the rest” in the eyes of one of our sources, and counts the GEO Group, Boca Resorts, Embraer Aircraft Corporation and Huizenga Holdings among his clients. Like Roddenberry, Teddy Klinghoffer also appears in the capital markets and corporate governance chapters, and was praised for his “detail-oriented and efficient service to clients”. He has represented private equity firms such as HIG Capital LLC and Brockway Moran & Partners. Jonathan Awner is chair of the firm’s corporate practice and “very visible on deals”. He has acted as lead counsel to a range of clients in over 300 mergers, acquisitions, spin-offs and restructurings of both private and public companies, with an aggregate transaction value of over $10 billion.
Bilzin Sumberg Baena Price & Axelrod LLP is one of five further firms with two featured partners. Daniel Aronson is co-chair of the corporate and securities practice, and his work is regarded as “technically impeccable”. He has represented clients from a variety of industries, including consumer products, financial services, medical services, IT, media and pharmaceuticals, and is experienced in the representation of both public and private companies, both domestic and global. He is one of the best regarded individuals in the research overall, and is “very highly thought of” by both clients and peers. He is joined by fellow co-chair of the corporate and securities practice Alan Axelrod, also based at the Miami office. Axelrod is known for his representation of the majority stockholder and senior executives in connection with the sale by merger of a real estate financial service company to an equity fund in a transaction valued at almost $4 billion.
Nathaniel Doliner at Carlton Fields PA is a “first-class M&A lawyer”. The managing shareholder of the Tampa office, he was recognised for his skills across a range of industries and has experience in the sale or acquisition of manufacturing, technology, health care and insurance companies, and also stood out for his experience relating to transactions between governmental bodies and private companies. He also achieved the distinction of being the only individual to earn inclusion in four separate chapters in this book – a feat that underlines one source’s claim that he is “one of the pillars of the Florida corporate law community”. Also from the Tampa office, Richard Denmon is also highly rated and regarded as a “top-flight lawyer”.
Gardner Davis of Foley & Lardner LLP was variously described as “fantastic” and “highly competent”, and is one of two featured lawyers from Jacksonville on this list. He was commended for a range of M&A work, from management buy-outs to large combinations, and he is experienced in working on behalf of both buyers and sellers. Alongside him is a “rising star” from the Tampa office; Steven Vazquez. He acted as counsel to a local exchange carrier in a $600 million merger transaction, and acted as counsel to both buyers and sellers in three separate transactions involving managed care companies, where each consisted of over $200 million in total consideration.
Trenam Kemker Scharf Barkin Frye O’Neill & Mullis PA’s two featured partners both scored highly in the research. Richard Leisner is “steeped in corporate law” and the source of “unbeatable advice” to clients. He served on the SEC’s Advisory Committee on Smaller Public Companies for 2005 to 2006, and is “truly a guru on all company-related matters”. Gary Teblum is co-chair of the firm’s business transactions practice, and also based in the Tampa office. He was described as “absolutely top-tier for all types of business transaction”, and both he and Leisner attracted positive comment for their services to public and fast-growing companies.
White & Case LLP is an established international firm with offices in 23 countries. It is unsurprising, therefore, that the transactional practice of one of its featured partners from the Miami office is similarly international in scope. Emilio Alvarez-Farré was picked out for his cross-border work, and has represented Durango, the largest paper company in Latin America, in several acquisitions and dispositions in the US. Described as “the go-to guy for Latin American transactional work”, he also represented a private equity firm over the acquisition of a 10 per cent equity interest in the largest cellular company in Guatemala, as well as representing a group of private equity firms in the acquisition of a significant equity position in BRA Transportes Aéreos, the third-largest airline in Brazil. Jorge Freeland is head of the domestic corporate and securities department in the Miami office, and was praised for his “innovative and impressive techniques in acquisition structure”.
Four further individuals stood out from the crowd. Robert Rasmussen of Glenn Rasmussen Fogarty & Hooker PA is universally recognised as a “great transactional lawyer” and an “expert on Florida takeover laws” in particular. David Felman of Hill Ward & Henderson PA was also repeatedly commended. Described as “tenacious and effective”, he is principally known for his work on behalf of institutional venture capital investors such as Lovett Miller & Co, Ballast Point Venture Partners and Advantage Capital. Mitchell Legler of Kirschner & Legler PA is the second Jacksonville-based partner to feature in this list and was described as a “wonderful commercial lawyer” by one high-ranking source. Luis de Armas of Shutts & Bowen LLP is “well regarded in the local legal community”. He is chairman of the corporate transactions group in the Miami office and recognised for the strength of his practice, including the acquisitions of financial institutions, leveraged transactions and international transactions, for which he received high levels of praise both domestically and from overseas.