Atlas Pipeline Holdings L.P. and Atlas Energy, Inc. announced today that they have entered into an agreement for Atlas Holdings to acquire from its parent, Atlas Energy, all of Atlas Energy’s partnership management business and certain producing oil & gas assets for total consideration of $250 million, consisting of $220 million in newly issued Atlas Holdings common units and $30 million in cash. Covington & Burling LLP advised the Special Committee of Board of Directors of Atlas Holdings on the transaction.

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The firm represented J.P. Morgan Securities LLC and Barclays Capital Inc. as representatives of the initial purchasers of $800 million of 9.875% Senior Notes due 2018, the proceeds of which were used to finance a portion of the acquisition of Burger King Holdings, Inc. by private equity firm 3G Capital.  The Firm also represented JPMorgan Chase Bank, N.A., as administrative agent, in connection with approximately $2.0 billion in new senior credit facilities for Burger King.

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Shearman & Sterling has acted as US, English, German and French counsel to Barclays Capital, Credit Suisse and HSBC, as initial purchasers in connection with R&R Ice Cream plc’s €350 million senior secured bond offering. Shearman & Sterling also acted as US, English, German and French counsel to Barclays Capital, Credit Suisse and HSBC, as mandated lead arrangers and lenders in connection with R&R Ice Cream plc’s €60 super senior revolving credit facility. The transactions closed on November 5.

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Partners with US-based Squire, Sanders & Dempsey L.L.P. and UK-based Hammonds LLP have approved a combination agreement that creates a new top-tier global legal practice to provide clients worldwide with comprehensive legal counsel. The combination takes effect 1 January 2011.

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International law firm Freshfields Bruckhaus Deringer has advised HSBC Rail UK Limited in connection with the restructuring and refinancing of its UK rail leasing business, Eversholt Rail, leading to its £2.1bn sale to a consortium of infrastructure funds – 3i Infrastructure, Morgan Stanley Infrastructure Partners and Star Capital Partners.

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Bird & Bird has advised Darwin Strategic Limited, a specialist subsidiary of Evolution Group plc focussed on the provision of equity finance facilities, on a £25m equity finance facility provided to Nighthawk Energy plc, an AIM-listed company focussing on oil and gas development and production in the US.

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Together with the global law firm Linklaters LLP, Wolf Theiss advised the private equity investment company Triton on all legal and tax-related issues connected with the takeover of Wittur, the international lift components manufacturer.

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Orrick, Herrington & Sutcliffe LLP recently represented long time client StreamServe Inc. in connection with its all cash merger with a wholly owned subsidiary of Open Text Corporation (NASDAQ: OTEX).  The transaction was completed on October 26, 2010, and is valued at approximately US$71 million, subject to customary purchase price and holdback adjustments.

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Orrick, Herrington & Sutcliffe LLP represented SodaStream International Ltd. in its initial public offering on the Nasdaq Global Select Market.  J.P. Morgan Securities LLC and Deutsche Bank Securities Inc. acted as the joint bookrunning managers for the offering.  The estimated net proceeds to SodaStream, after deducting the underwriting discount and estimated offering expenses payable by the company, are US$98.9 million.

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The international law firm Clifford Chance advised French financial investor Chequers Capital on the acquisition of Silver Care Holding, a Munich based operator of nursing homes, and the related acquisition financing.

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