Simpson Thacher Represents L-3 Communications in Spin-Off of a New Government Services Company

The Firm is representing L-3 Communications Holdings, Inc. in connection with its plan to spin off a new, independent, publicly-traded government services company.  Under the plan, L-3 would distribute all of the common stock of the new public company to L-3’s shareholders through a special dividend.  The transaction, which is intended to be tax-free to L-3 and its shareholders, is expected to be completed in the first half of 2012, subject to certain customary conditions including receipt of a ruling from the Internal Revenue Service as to the tax-free nature of the transaction.

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Tags:  Simpson Thacher & Bartlett LLP

Dechert Advises Randstad in its Cross-Border $770 Million Acquisition of SFN Group, Inc.

Dechert represented an affiliate of Randstad Holding nv (Euronext Amsterdam: RAND.AS), the world’s second largest staffing company, in its definitive agreement to acquire the outstanding common stock of SFN Group, Inc. (NYSE: SFN), a strategic workforce solutions company, for $14.00 per common share through a cash tender offer, for a total consideration of approximately $770 million. The transaction, which is subject to customary closing conditions, including regulatory approvals and the tender of greater than 50% of SFN Group’s outstanding shares, is expected to close in the third quarter of 2011. This strategic acquisition will make Randstad the third-largest HR services provider in North America, doubling its presence in the US and reinforcing its leading position in Canada.

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Davis Polk Advises on NVC Lighting Share Sale

Davis Polk advised a group of six shareholders of NVC Lighting Holding Limited, a company listed on the Main Board of the Hong Kong Stock Exchange (NVC), comprising SB Asia Investment Fund II L.P., GS Direct, L.L.C., NVC Inc. (a company which is beneficially owned by the chairman and founder of NVC), Signkey Group Limited, Mr. Andrew Y. Yan and Mr. Ho-Ping Lin (Mr. Yan and Mr. Lin being both directors of NVC) in their disposal of an aggregate of 288,371,000 shares in NVC for an aggregate consideration of US$163 million to Schneider Electric Asia Pacific Limited, a strategic investor whose affiliate also entered into a strategic cooperation agreement of sales network with NVC as part of the overall transaction.

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Tags:  Davis Polk & Wardwell LLP

WFW Advises Lenders in €1bn German Offshore Wind Farm Project Financing (Global Tech I)

Watson, Farley & Williams, a leading international law firm, is pleased to announce that it has advised the initial mandated lead arrangers Norddeutsche Landesbank Girozentrale, KfW‐IPEX Bank GmbH, Dexia Crédit Local and Société Générale on a EUR 1bn debt financing of the German offshore wind farm project Global Tech I. This was successfully signed on 7 July 2011. To date, this is the biggest finance deal in the German offshore wind market.

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Tags:  Watson Farley & Williams LLP

Baker & McKenzie Advises Consortium of Banks on “Re-IPO” of Lenzing Austria

A cross-border team headed by Nikolaus Reinhuber (Frankfurt),  Philipp Spatz and Eva-Maria Ségur-Cabanac (Vienna) assisted a group of issuing banks with the “Re-IPO” of Lenzing AG, a global market leader that supplies cellulose fibers in Austria. The team provided advice on all relevant aspects of Austrian and U.S. law. The consortium of banks was comprised of Morgan Stanley, Deutsche Bank and UniCredit Bank Austria as joint bookrunners; and Raiffeisen Centrobank and Raiffeisen Landesbank Oberösterreich as co-lead managers.

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Tags:  Baker McKenzie