The Firm is representing First Reserve Corporation and SK Capital Partners in connection with the proposed acquisition of TPC Group Inc. (Nasdaq: TPCG) by investment funds sponsored by First Reserve and SK Capital for $40 per share. The transaction is valued at approximately $850 million, including net debt. The transaction is subject to the approval of TPC Group’s stockholders, antitrust clearances and other customary closing conditions, and is expected to close in the fourth quarter of 2012.

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On August 22, Willkie client Sunrise Senior Living, Inc. announced that it has entered into a definitive merger agreement under which Health Care REIT, Inc. will acquire all of the outstanding common stock of Sunrise for $14.50 per share in an all-cash transaction valued at approximately $1.9 billion (including debt). The merger is expected to create one of the largest owners of nursing homes in the United States, Canada and Britain. Willkie attorneys assisted Sunrise in connection with the real estate aspects of the merger.

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On August 27, 2012, Hertz Global Holdings, Inc. announced that it has entered into a definitive merger agreement to acquire Dollar Thrifty Automotive Group, Inc. in a transaction with a corporate enterprise value of approximately $2.3 billion. Cravath represented Hertz in this transaction.

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On August 27, 2012, IBM and Kenexa announced that the two companies have entered into a definitive merger agreement for IBM to acquire Kenexa in an all-cash transaction at a price of $46.00 per share, or a net price of approximately $1.3 billion. Cravath represented IBM in connection with this transaction. The acquisition, which is subject to Kenexa shareholder approval, applicable regulatory clearances and other customary closing conditions, is expected to close in the fourth quarter of 2012.

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The New York Times Company, a leading global multimedia news and information company, announced that it has entered into an agreement to sell its About Group, which includes the Web sites of About.com, ConsumerSearch.com and CalorieCount.com, to leading media and Internet company IAC for $300 million in cash. The transaction is expected to close in the next several weeks.

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Global law firm Proskauer advised Church & Dwight Co., Inc. on its agreement to acquire Avid Health, Inc., the leader in gummy form vitamins and supplements, for $650 million in cash.

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Proskauer advised Suburban Propane Partners, L.P. in its acquisition and related debt and equity financing of Inergy, L.P.’s retail propane operations for approximately $1.8 billion. As a result of the acquisition, Suburban, a nationwide distributor of propane, fuel oil and related products and services, as well as a marketer of natural gas and electricity, is now one on the largest retail marketers of propane in the United States, with approximately 1.3 million customers in 41 states.

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The Firm represented Unisys Corporation in connection with a public offering of $210,000,000 of 6.25% senior notes.

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The corporate practice of Kirkland & Ellis in New York has recruited leading M&A and private equity attorney Taurie Zeitzer to the firm as a partner, the firm announced.

Ms. Zeitzer has gained significant experience in the arenas of private equity and corporate law throughout her career.

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The New York office of Orrick Herrington & Sutcliffe LLP has recruited intellectual property attorney Peter Vogl as a partner in the firm’s intellectual property practice.

Mr. Vogl joins Orrick from Jones Day, where he was head of the firm’s global trademark, unfair competition and intellectual property practice.

“Peter is a superstar in copyright and trademark litigation.  We are thrilled to have him join our internationally recognized team.” Said Steve Routh, co-head of Orrick’s intellectual property group.

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