All Claims Against The Bank
of New York Mellon Dismissed

Securities LitigationFinancial Institutions

The firm obtained a substantial victory on behalf of Paul, Weiss client The Bank of New York Mellon, when the New York Appellate Division, First Department, dismissed all of the remaining claims asserted against BNYM in its capacity as indenture trustee for certain notes issued by the predecessor to LyondellBasell, the world's third largest chemical company. The noteholders, who sought approximately $1 billion in purported damages, claimed that BNYM had violated its duties as indenture trustee by allowing LyondellBasell to issue, in connection with Basell's acquisition of Lyondell, an additional $20 billion in debt senior to the notes. 

 » more

Elliott Management and
Hess Settle Proxy Battle

Mergers & AcquisitionsLitigationCorporate GovernanceEmployee BenefitsTax

As reported by The New York Times "DealBook" and multiple other media sources, Paul, Weiss client Elliott Management reached a successful resolution of its proxy contest with Hess Corporation. Hess agreed to give Elliott, which holds a 4.5 percent stake in the company, three board seats (including representation on board committees) in exchange for Elliott's support of Hess's five director nominees. Nine new independent directors out of a total of 14 directors will join the Hess board.

 » more

El Rey Network and Univision Communications Announce
Strategic Partnership

Mergers & AcquisitionsMedia & EntertainmentEmployee BenefitsReal EstateTax

El Rey Network and Univision Communications jointly announced their entry into a joint venture pursuant to which Univision made a strategic investment in El Rey, a new general entertainment, English-language cable network geared towards young-adult, Hispanic audiences that will launch later this year. El Rey was created by acclaimed film director Robert Rodriguez and Paul, Weiss client FactoryMade Ventures.

 » more

Liberty Media Completes
Acquisition of 27% Stake in Charter Communications for $2.6 Billion

Mergers & AcquisitionsTax

Liberty Media completed a transaction with investment funds managed by, or affiliated with, Oaktree Capital Management, Apollo Management and Crestview Partners, in which Liberty Media acquired approximately 27.3 percent of Charter for approximately $2.6 billion. The transaction represents a price per share of $95.50. Paul, Weiss represented Oaktree in the transaction.

 » more

Taylor Morrison Completes IPO
and Two Other Transactions

Capital Markets & SecuritiesFinanceEmployee BenefitsIP TransactionsReal EstateTax

Paul, Weiss client Taylor Morrison Home Corporation, a leading builder of single-family detached and attached homes and developer of lifestyle and master-planned communities, closed the initial public offering of approximately 32.8 million shares of its Class A common stock at an initial offering price of $22.00 per share, which included the sale of approximately 4.3 million shares pursuant to the exercise in full of the underwriters' over-allotment option. The sale of the Class A common stock yielded approximately $679.5 million in net proceeds. At the initial public offering price, the company has a market capitalization of approximately $2.7 billion.

 » more

MTA Closes on Hudson Yards
Development Project

Real Estate

As reported by The New York Times, Crain's New York and other news sources, Paul, Weiss client Metropolitan Transportation Authority (MTA) closed on the lease and sale of the airspace over its 26-acre West Side Railyards, the largest undeveloped tract of real estate in Manhattan, to a joint venture established by Related Companies and Oxford Properties Group. The deal, valued at more than $1 billion to MTA, marks a major milestone in the most significant and transformative development project in New York City's recent history.

 » more

As Counsel to Edith Windsor, Paul, Weiss Contends that DOMA is Unconstitutional Before the United States Supreme Court

Pro BonoLitigationPersonal RepresentationTax

Paul, Weiss represents Edith ("Edie") Windsor in her historic lawsuit challenging the constitutionality of the Defense of Marriage Act (DOMA).  Litigation partner Roberta Kaplan argued the case before the United States Supreme Court on March 27, urging the Justices to affirm the decision of the Second Circuit below. 

Ms. Windsor spent 44 years together with her late spouse, Thea Spyer, but was forced to pay more than $360,000 in federal estate taxes because the federal government refused to recognize their marriage after Ms. Spyer's death solely because of DOMA. Had Ms. Windsor been married to a man, rather than a woman, she would not have had to pay any federal estate tax at all.

 » more

Oaktree Closes $1.1 Billion in
Leveraged Loan Vehicles

FinancePrivate Equity Transactions

Oaktree Capital Management, L.P.'s Oaktree Enhanced Income Fund (EIF), a private equity fund investing in leverage loan assets, closed Oaktree Enhanced Income Funding Series II, Ltd., a $761.6 million collateralized loan type obligation. This is EIF's second fund series, having already closed on October 26, 2012, Oaktree Enhanced Income Funding Series I, Ltd., a $379.5 million fund. Wells Fargo Securities, LLC and GreensLedge Capital Markets LLC acted as placement agents. 

 » more

Countrywide Lists on the
London Stock Exchange

EuropeCapital Markets & SecuritiesTax

As reported by the Financial Times, Countrywide plc completed its listing on the London Stock Exchange and closed its initial public offering. Countrywide was a portfolio company owned by Oaktree, Apollo and Alchemy. The company is the largest real estate agency in the United Kingdom. The transaction received a significant amount of press coverage in London, in large part because the Countrywide IPO is one of the first IPOs in London in over a year, the offering priced at the top of the range and interest in the company demonstrated renewed confidence in the UK real estate sector and by extension the UK economy.

 » more

Nielsen Wins Motion to Dismiss in Case Brought by New Delhi Television Company

AntitrustLitigation

The Nielsen Company and other Nielsen entities achieved a victory when Justice O. Peter Sherwood of the New York State Supreme Court granted Nielsen's motion to dismiss in full from the bench at oral argument on the motion. New Delhi TV, an Indian broadcasting company, alleged that TAM, an Indian TV ratings company partially owned by a Nielsen India entity, neither of whom were named as a party in the case, misused the "Nielsen Process," which resulted in corrupt and inaccurate TV ratings in India that harmed NDTV. As Nielsen argued and Justice Sherwood agreed, the core of Plaintiff's complaint against Nielsen was that it failed to regulate TAM's implementation of the "Nielsen Process."

 » more

Videos

  • Crossing the Border: How U.S. Legal Developments Affect Canada
  • Japanese Cross-Border M&A
  • Film Financing: Past, Present and Future
  • M&A Year-End Roundup
  • The Benefits of Asset Securitization
  • Mediation: Tactics for Successfully Resolving Disputes
  • M&A Walk-Thru: Protecting Your Video Game Business in an Acquisition or Sale
  • Investing in Intellectual Property: Opportunities and Considerations
  • Quasi-Appraisal: The Unexplored Frontier of Stockholder Litigation?
  • Antitrust Issues Affecting Private Equity Firms and Hedge Funds
Paul, Weiss, Rifkind, Wharton & Garrison LLP