2012 Practice Group of the Year

With nearly 350 attorneys and almost as many clients, Kirkland & Ellis LLP boasts what is likely Big Law's biggest and broadest private equity practice. In 2012, it proved it was one of its most capable, too, tackling a dozen billion-dollar from large-cap investors and covering the middle market from Chicago to Shanghai.

Within a three-week stretch in Breach, a dealmaker in the firm’s San European affiliate. Telecom October, Kirkland closed a Francisco office. “With a client group consolidation? Kirkland guided $1.1 billion software buy for Thoma like we have, we’ve managed to stay MidOcean Partners in the sale of Bravo LLC; sealed a nifty division of very busy.” Insight Communications Company Collective Brands Inc. among three Inc., the ninth-largest U.S. cable buyers; guided LLC on a That roster spans the entire private provider, to Time Warner Cable Inc. $1.6 billion corporate carveout; equity marketplace, from top-20 firms for $3 billion. Corporate spinoffs advised Spectrum Equity Investors LP like Bain Capital Management LLC, finding homes in private equity in the $1.6 billion management Apax Partners LLP, Oaktree and portfolios? See its two deals for of Ancestry.com Inc.; and spun Madison Dearborn to middle-market Bain, which acquired Danaher’s tool- billion-dollar exits for Oaktree Capital powerhouses like Golden Gate making business for $1.6 billion, and Management LP and Madison Capital Partners LLC, Summit Physio-Control Inc., a maker of heart- Dearborn Partners LLC, the latter Partners LP, Cinven and TA Associates saving defibrillators, from Medtronic nearly doubling its original equity Management LP. Look for Apollo Inc. for $487 million. investment. Global Management LLC to join the list, thanks to Kirkland’s pickup in Perhaps no trend saw Kirkland shine That’s six deals for six different clients, August of Taurie Zeitzer, who handled brighter than private equity’s all either signed up or closed within 20 much of Apollo’s work at Latham & stampede for the exits. Investments days, and valued at nearly $9 billion, Watkins LLP. made at the height of the boom, proof of the deep bench and enviable marked by inflated valuations and client list that has earned Kirkland a Name a trend that featured in 2012 cheap debt, aren’t necessarily the spot among Law360 ’s Private Equity dealmaking, and Kirkland touched it. easiest to swing a profit on, but Practice Groups of the Year. Kirkland secured successful exits for Private equity firms reaping the castoff several clients. “Depending on where you looked in of big bank slim-downs? The firm the market, it was an uneven year for advised longtime client GTCR LLC in It closed three sales for Madison private equity, but we really didn’t see its acquisition of Premium Credit Ltd. Dearborn Partners LLC, starting with that with our business,” said David from a Corp. the $3 billion sale of credit reporting

Attorney Advertising agency TransUnion Corp. to Advent “As the year progressed, market for Kirkland is growing its European International Corp. The deal valued the exits got better, and many of our practice to match its efforts in New company at a 50 percent premium to clients took advantage of that,” Breach York and Chicago. The London office the valuation implied in 2010, when said. “It’s no secret that companies are now boasts 25 private equity lawyers, Madison Dearborn bought its sitting on large stockpiles of cash. We about 15 working in fund formation. In majority stake. thought it would be a good year for July, the group closed a €200 million exits and it turned out that way.” ($267 million) pool for Procuritas AB, a In July, corporate partners Michael Scandinavian buyout shop. Paley and Tana Ryan closed a A solid M&A group is only half of a $1.55 billion deal to sell Bolthouse good global private equity practice, “The eurozone crisis made for very Farms Inc., a major supplier of carrots though, and Kirkland’s fund formation sporadic business across the industry, and vegetable juice, to Campbell Soup team rounds out the firm’s complete but we have the biggest dedicated Co. After a seven-year hold period, package. Big closes for private equity practice in Europe, and Madison Dearborn more than doubled and Golden Gate cap a year that saw a long list of clients, so we have its original $260 million equity limited investors reward some hot fund managed to stay very active,” said investment, according to a 2005 managers but punish others. Graham White, who heads the firm’s Moody ’s report, and saw a European private equity group. 42 percent bump in the company’s . “Kirkland is a very Ettelson said Kirkland works hard to entrepreneurial place, move its private equity clients across And in October, Chicago partners and it permeates the the firm, with notable success. Carol Anne Huff, Richard Campbell, Jon-Micheal Wheat and Michael work we do as a Kirkland has handled Vista Equity Wright closed the sale of another practice group.” Partners’ transactional work for years Madison Dearborn company, aerosol — most recently running its joint spray can manufacturer BWAY Parent acquisition of cable TV and Internet Co. Inc., to Platinum Equity LLC for Back in 2008, Kirkland had helped provider WaveDivision Holdings LLC $1.24 billion. Madison Dearborn had Golden Gate form an evergreen buyout last spring — and last year won fund acquired BWAY in 2010 in a deal that fund, one that would allow Golden work for two new vehicles Vista was included about $294 million in equity, Gate more flexibility in its hold times raising. It was the same story with GI according to regulatory filings — and its conversations with limited Partners, a $4 billion fund manager. another pretty payday. partners. Last year, the fund was up for Marlin Equity, a Los Angeles-based its second close, and partner Bruce sponsor, went the other way around, Other exits followed for MidOcean, for Ettelson headed a team that steered moving from the fundraising side to Oaktree, which reaped $1.3 billion in Golden Gate to $3.7 billion, passing its the M&A side. the sale of Jackson Square Aviation, $3.5 billion goal. and for Vista Equity Partners, which “Kirkland is a very entrepreneurial unloaded Sunquest Information “It’s a true hybrid of private equity and place, and it permeates the work we Systems Inc. for $1.4 billion. hedge fund mechanics,” said Ettelson, do as a practice group,” Ettelson said. who heads the firm’s fundraising “We do a good job of cross-selling All three buyers were cash-rich practice from Chicago. between our fund work and our deal strategics — Time Warner, Mitsubishi work, and bringing in litigation and Corp. and Roper Industries Inc. — and Kirkland also closed a $1.25 billion restructuring as well, where necessary. the deals highlight a trend that kept generalist buyout fund for Thoma We’re always trying to get a more Kirkland’s group busy even as mega- Bravo, beating a $900 million target seamless product.” buyouts remained scarce. Companies just two months into its year-long with huge cash reserves drove most of fundraising window. It is Thoma REPRINTED WITH PERMISSION FROM THE JANUARY 24, 2013 EDITION OF LAW360 the year’s deal activity, and Kirkland Bravo’s biggest fund to date and first © 2013 PORTFOLIO MEDIA INC. ALL RIGHTS helped its buyout clients ride the wave over $1 billion. RESERVED. FURTHER DUPLICATION WITHOUT to sorely needed exits. PERMISSION IS PROHIBITED

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