Latham & Watkins advises Grail in Acquistion by Illumina 

Illumina, Inc. (NASDAQ: ILMN) and GRAIL, a healthcare company whose mission is focused on multi-cancer early detection, announced that they have entered into a definitive agreement under which Illumina will acquire GRAIL for cash and stock consideration of $8 billion upon closing of the transaction. In addition, GRAIL stockholders will receive future payments representing a tiered single digit percentage of certain GRAIL-related revenues. The agreement has been approved by the Boards of Directors of Illumina and GRAIL.

Latham & Watkins LLP represents GRAIL in the transaction with an M&A deal team led by Los Angeles partner Alex Voxman and associate Andrew Clark, with assistance from Century City partner David Zaheer, Los Angeles counsel Brian Duff, and associates Jason Kass, Eduard Grigoryan, Timothy Day, Tess Bloom, Natalie Robertson, and Briana Cornelius. Advice was also provided on capital markets matters by San Diego partner Cheston Larson, Bay Area partner Brian Cuneo, and San Diego counsel Christopher Geissinger; on tax matters by New York partner Lisa Watts, with associate Eric Kamerman; on employee benefits and compensation matters by Los Angeles partner Larry Seymour and Bay Area partner Julie Crisp, with associate Jordan David; on antitrust matters by Washington, D.C. partner Michael Egge and Washington, D.C. counsel Patrick English, with associate Barrett Tenbarge; on intellectual property matters by Bay Area partner Christopher Hazuka, with associate Robert Yeh; and on FDA regulatory matters by Washington, D.C. partner Elizabeth Richards.

Latham & Watkins Hires Paris Restructuring Partner From Willkie

Latham & Watkins has hired a restructuring partner away from Willkie Farr & Gallagher in Paris, the latest in a series of high-level moves by firms based in the French capital to bolster their teams in anticipation of increased work in the area.

Alexandra Bigot joins as a partner in the restructuring and special situations practice, Latham & Watkins said in a statement. Prior to practicing at Willkie as a partner for 16 years, she spent four years at Lazard Frères as an investment director, managing the firm’s portfolio of distressed companies.

“We are delighted to welcome a partner of Alexandra’s experience and market standing to the firm,” Olivia Rauch-Ravisé, managing partner of Latham & Watkins in Paris, said in a statement. “Alexandra has a terrific track record advising on complex domestic and cross-border restructuring transactions, and she will play a key role in the continued expansion of this strategically important growth practice in Paris.”

Bigot is the latest partner to join Latham’s restructuring and special situations practice this year, following the arrival of Jessica Walker in London and Suzzanne Uhland in New York, the firm  said in a statement.

Law firms in Paris have been on a restructuring hiring spree this year in anticipation of new business related to the COVID-19 crisis. In April alone, Paul Hastings hired an eight-lawyer team from the French boutique firm Bremond to create a restructuring department in Paris, and Baker McKenzie added a restructuring partner, also from Bremond.

Milbank, Latham, Skadden Advise on $8.6B Casino Mega-Merger

Eldorado Resorts and Caesars Entertainment Corp. are betting big that a merger between the two gaming giants will lead to a heater for shareholders. The new combined entity will retain the “Caesars” name and operate 60 gaming facilities across 16 U.S. states.

In a deal announced Monday morning, Eldorado will take control of all of Caesars’ outstanding shares at $12.75 per share, with a total purchase price of $8.58 billion in cash and stock and a total consideration of $17.3 billion, including debt. Eldorado shareholders will maintain 51% of the company’s outstanding shares, while Caesar’s investors will hold the remaining 49%.

Milbank, Tweed, Hadley & McCloy and Latham & Watkins are representing Eldorado on the deal. Milbank has represented both companies in the past, including handling an $18 billion debt restructuring for a Caesars subsidiary and advising Eldorado on a 2018 deal with William Hill PLC to act as the company’s exclusive sports betting operator.

Skadden, Arps, Slate, Meagher & Flom is advising Caesars in the Eldorado acquisition. The firm has a long history with Caesars, including when the gaming company sold four casino properties for $2.2 billion in 2014, as well as on its sale to Harrah’s for $9.4 billion in 2004.

Caesars, which emerged from bankruptcy in 2017, operates 34 properties in nine states and has $8.79 billion in long-term debt as of March 31. Eldorado, on the other hand, has a market value of about $4 billion and long-term debt of $3.06 billion as of the end of the first quarter. It operates 26 properties in 12 U.S. states.

Caesars has been a financial boon for several major law firms over the years. Its 2015 Chapter 11, from which the company emerged in 2017, helped generate fees of over $70 million for Kirkland & Ellis, $29 million for Proskauer Rose and $25 million for Jones Day.

Tom Reeg, CEO of Eldorado, said in a statement that “Eldorado’s combination with Caesars will create the largest owner and operator of U.S. gaming assets and is a strategically, financially and operationally compelling opportunity that brings immediate and long-term value to stakeholders of both companies.”

The deal team for Milbank was led by corporate M&A partner Deborah Conrad, tax partners Russell Kestenbaum and Max Goodman and executive compensation and employee benefits partner Mike Shah.

Latham fielded a team led by San Diego-based Sony Ben-Moshe. Moshe is a co-chair of the firm’s gaming and hospitality practice.

The Skadden team was led by M&A partners Andrew Garelick, Brian McCarthy and Richard Grossman, banking partner K. Kristine Dunn, capital markets partner Michelle Gasaway antitrust/competition partner Kenneth Schwartz, tax partner Kenneth Betts, labor and employment law partner Karen Corman, executive compensation and benefits partner Joseph Yaffe, intellectual property and technology partner Bruce Goldner, litigation partner Edward Micheletti and real estate partner Meryl Chae.


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