The Legal 500

Latham & Watkins LLP’s transactional prowess is supported by its global industry group and strength in numerous practice areas. The core group is organized in Washington DC and supported by leading regulatory experts and litigators. Clients appreciate its ‘ability to be efficient but also to dedicate substantial resources to a project when necessary’. This collaborative approach combined with a significant international footprint enables the group to offer a valuable perspective when advising foreign firms establishing a US presence. The group combines transactional and regulatory strength to facilitate big-ticket and mid-market deals in an increasingly active transactional market. The ‘absolutely brilliant’ John Janka is singled out for praise by clients who consider him ‘more as a member of our team than an outside lawyer’. In 2010, he led a team representing satellite communications company Viasat in matters including the $575m acquisition of WildBlue Communications, one of the largest satellite broadband service providers in the US, and the acquisition of Stonewood Group, a UK-based data encryption company, in a transaction involving a $275m high-yield debt offering and a $230m equity offering. Janka also represented Sirius XM, Arquiva and BBC Worldwide in transactions and joint ventures. Clients highlight the successful integration of a national corporate and finance practices, combining West Coast and East Coast expertise with Washington DC specialists. A team led by Jim Barker represented wireless carrier Leap Wireless and Cricket Communications in capital markets matters, M&A transactions and joint ventures, spectrum swaps and leasing arrangements. Barker and Rachel Sheridan represented Jeffries & Company in a Senior Secured Notes offering by Primus Telecommunications Group of $130m and JPMorgan in Senior Notes offerings by Sirius XM Radio and SM Satellite Radio. Other key mandates included assisting The Carlyle Group with its acquisition of CommScope, a global leader in infrastructure solutions for communications networks, in a deal that included $2.6bn in committed financing. The team is differentiated by its blend of industry knowledge and international corporate and financial prowess, which enables it to represent banks and private equity companies investing in the industry. Other leading attorneys include Matthew Brill; Karen Brinkmann, who advised CenturyLink on its merger with Quest, combines corporate and regulatory expertise; and Theresa Baer, who specializes in international transactions. Clients include Time Warner Cable and BBC Worldwide.

‘Top communications firm’ Covington & Burling LLP has an excellent reputation in transactional work, acting on some of the most prominent deals in the sector. According to clients, ‘service is absolutely top notch’. Mace Rosenstein, chair of the firm’s communications and media practice group, is respected by peers and clients alike. The team advises clients from wireless, wireline, broadcast, cable and media industries and investors including banks and private equity firms. The team represented Univision Communications and its private equity sponsors Providence Equity Partners, TPG Capital, Madison Dearborn Partners, Thomas H Lee Partners and Saban Capital Group, in a $1.2bn transaction, in which Mexican media company Grupo Televisa will make a substantial investment in Univision, and the long-term Program License Agreement between the two companies will be expanded and extended. Together with Yaron Dori, Rosenstein is advising Bank of America in connection with the restructuring of FairPoint Communications. Kurt Wimmer, who applies his recent industry experience to ‘provide direct counsel on public policy, content rights and contractual matters’, advised nine leading television station groups on the formation of Pearl Mobile DTV and represented the Pearl group in negotiating a joint venture with FOX Entertainment, ION Television and NBC Universal to develop a new national mobile content service. In 2010, Gerard Waldron rejoined the firm after a term on Capitol Hill as Chief Counsel of the House Select Committee on Energy Independence and Global Warming. Other key clients include MSD Capital, TPG Capital and National Hockey League.

Dow Lohnes PLLC remains the only domestic firm to provide genuine competition to the international giants in this sector and is commended for ‘dedication beyond that which any big firm can provide’. The ‘excellent’ 22-lawyer team in Washington DC combines regulatory and transactional expertise and is representing a group of television broadcasters, which collectively own over 400 stations, in the formation and operation of the Mobile 500 Alliance, a consortium committed to accelerating the nationwide availability of the Mobile DTV service, which enables consumers to watch live television on their laptops, smart phones and other mobile devices, as well as out-of-home platforms such as billboards and vehicles. Lawyers ‘call back quickly, are attentive and most importantly understand our business and are hooked into our industry’. The firm routinely assists leading media and broadcast companies and major investors in communications with high-profile, high-value transactions and complex ownership issues. Transactional highlights included assisting Cox Enterprises with the sale of the publishing operations of News-Journal Corporation and Volusia Pennysaver, to Halifax Media Acquisition; representing Discover Media in connection with its sale to Kalmbach Publishing Company; assisting Local TV, a portfolio company of Oak Hill Capital Partners, with its acquisition of WGNT (TV) from CBS Television and acting for Ion Media Networks in connection with its acquisition of WQEX (TV) from WQED Multimedia. The team regularly represents 12 television station groups owning and operating over 275 stations across dozens of diverse television markets across the US. Practice group head Michael Basile combines regulatory skills with expertise in complex mergers, acquisitions and financing transactions for broadcast companies. Managing partner John Byrnes acts for cable, television and radio broadcast, newspaper and other telecommunications industry clients in corporate and financing matters.

Hogan Lovells US LLP’s telecommunications group in Washington DC, led by Michele Farquhar, is supported by the firm’s regulatory prowess and global presence, notably representing Union Pacific Railway, Norfolk Southern Railroad and CSX Railroad in the acquisitions of spectrum and technology, the formation of joint ventures, and obtaining unique FCC relief for operating positive train control networks, a proposed communications system that transmits information about a train’s location, preventing unsafe movement. The merger with Lovells has extended the team’s international reach and ability to apply relevant expertise from its overseas offices to clients involved in foreign joint ventures and M&A transactions. Audrey Reed in McLean represents Hulu, and Daniel Brenner and Joel Winnick advise cable television company Bright House Networks on issues around wireless broadband roaming. Other key clients include Qwest, XM, Bell Canada, Alltell, US Cellular, Sprint Nextel and Fox.

Milbank, Tweed, Hadley & McCloy LLP’s global interdisciplinary communications group, led by Glenn Gerstell in Washington DC, concentrates on big-ticket work. Gerstell specializes in finance and M&A across the sector, covering submarine cables, satellite, wireless and fixed line. The team has particular strength in handling complicated, highly structured deals in emerging markets. The group recently represented Bharti Airtel in the multibillion-dollar financing for its acquisition of Zain’s African assets, in one of the largest-cross border deals out of India. Financing work included representing Standard Bank in its financing for Helios Towers in Ghana; acting for the sponsors in the development and construction of new submarine cable systems in Southeast Asia and the Caribbean, advising various banks in several billion dollars worth of credit facilities to America Movil, Latin America’s largest telecom operator; and representing underwriters to Telemar, one of Brazil’s largest fixed line and wireless operators, in a series of bond financings. In the US, the team focuses on complex transactions driven by consolidation in the market and technological advance, and represents innovative start ups. It assisted LightSquared with an $850m senior secured credit facility for the construction of its integrated wireless broadband and satellite 4G-LTE wholesale network. ‘Excellent’ New York partner Peter Nesgos heads the firm’s space and satellite group, supported by Dara Panahy in Washington DC. The group is involved in most of the leading financings in the space business, notably representing Intelsat Jackson Holdings in a $2.65bn senior notes offering and related consent solicitations, and in a $3.75bn senior secured credit agreement comprising a $3.25bn term loan facility and a $500m revolving credit facility, used to repay existing indebtedness of Intelsat Corporation and Intelsat Subsidiary Holding Company. Other clients include O3b Networks, Hughes Network Systems and Iridium Satellite, as well as various banks and financial institutions involved in satellite financing.

Paul, Weiss, Rifkind, Wharton & Garrison LLP’s small telecoms group acts predominantly on satellite deals, supported by the firm’s strong corporate practice and international presence. Communications partner Patrick Campbell has an excellent reputation for representing satellite operators, both on corporate issues and before the FCC. He has acted on a long list of industry leading transactions for prestigious clients, notably IntelSat. Together with James Schwab, chair of the firm’s media and entertainment group, he advised Sony Corporation on a broadband-related joint venture. Other highlights included advising longstanding client Ericsson in its acquisitions of Nortel Networks’ Global System for Mobile businesses and Multi-Service Switch business, complementing the $1.1bn acquisition of Nortel’s CDMA and LTE businesses in 2009. The team increased its activity in cable and broadcast. Henk Brands successfully represented Time Warner Cable before the FCC against claims by WealthTV that Time Warner Cable discriminated against it in violation of the Communications Act and FCC rules. The group also advised Time Warner Cable in connection with its additional $1.56bn equity investment in Clearwire Corporation. Clients include BT, Cablevision Systems, Soros Funds, Sprint Nextel and Tower.

Skadden, Arps, Slate, Meagher & Flom LLP handles big-ticket deals involving high-profile broadcasters and media giants. The combination of corporate and regulatory strength enables the communications group, led by Antoinette Cook Bush in Washington DC, whose clients include Virgin Mobile, Viacom and Univision Communications, to pick up high-profile instructions and prestigious clients. Recent highlights include Jared Sher representing Scripps Networks Interactive in its $975m joint venture with Cox Communications to acquire a controlling interest in the Travel Channel, and Ivan Schlager representing global telecommunications solutions provider Huawei Technologies. The firm’s international reach is another important advantage. Howard Ellin in New York represented News Corporation in its sale of a controlling stake in three Chinese television stations and a Chinese movie library to China Media Capital, a private equity firm. Together with Lou Kling, he represented News Corporation in its $11.5bn proposed acquisition of the remaining stake in British Sky Broadcasting Group. Clients include Border Media, Activision, XM Satellite Radio, Viacom, Alcatel-Lucent, Univision Communications, Credit Suisse, CIBC and Bank of America.

Arent Fox LLP represents smaller carriers and start-ups in negotiations with content providers and disputes with the large telecoms operators and incumbents. Recent cases focused on mobile content and internet access and net neutrality. In Washington DC, Ross Buntrock secured a large win for Great Lakes Corporation in a telecoms dispute with Iowa Utilities Board involving inter-carrier compensation. In a matter concerning free speech on the internet and the ability of mobile phone companies to block text messages due to their content, Mike Hazzard successfully represented low-price text messaging alert service EZ Texting against T-Mobile over the blocking of text messages for a medical marijuana website. Alan Fishel and Jeffrey Rummel helped to obtain more than $160m in grants to enable Internet2 and University of Arkansas for Medical Sciences to develop next-generation broadband services. Other clients include Hypercube Telecom, Infrasource, Mobile Marketing Association and Securus Technologies.

Arnall Golden Gregory LLP’s transactional telecoms practice is evenly split between wireless and wire line clients. In addition to M&A transactions, the team handles financing transactions including IPOs, high-yield notes, venture capital investments and senior secured loans as well as handling equipment purchase transactions and carrier agreements. Don Hackney in Atlanta and his team are involved in a multi-year project representing a national communications carrier in connection with negotiating and obtaining numerous cable franchises with city and county governments, and represent the largest independent incumbent local exchange carrier (ILEC) in a large Midwestern state in connection with building an advanced telecom network to connect regional hospitals and other rural healthcare facilities, and provide them with state-of-the-art data and video networks. The team handles international capital markets and M&A work in the telecoms sector. High-profile clients include BT, T-Mobile, Telecom Wireless and Verizon.

Clients consider Baker Botts L.L.P. ‘superior in all respects for transactional work’ and commend its ‘deal lawyers’, who ‘understand clients’ goals and work diligently, creatively and efficiently to achieve them’. The team in New York regularly assists holding company Liberty Media Corporation with its investment in media businesses, notably the anticipated spin-off of two of its three tracking stocks, Liberty Capital and Liberty Starz, to turn its third tracking stock, Liberty Interactive, into an asset-backed stock. The ‘exceptionally talented, creative problem solver’ Lee Charles and newly promoted partner John Winter represented OpenTV Corp in its $154m acquisition by Kudelski. Bill Howell assisted MetroPCS Wireless, the fifth largest facilities-based wireless carrier in the United States in public offerings of senior notes aggregating $2bn.

Bingham McCutchen LLP’s Washington DC practice represents telecom clients in regulatory, transactional and litigation matters. The highly respected Andrew Lipman and his ‘responsive, insightful and thorough’ team handle corporate finance transactions, including the purchase, sale, financing and exchange of network facilities and services; mergers and acquisitions; private and public issuances of equity and debt securities; initial public offerings; syndicated loans; and vendor financings. The group is supported by the firm’s expanding corporate practice and its impressive track record of representing local carriers in regulatory and transactional matters. Lipman’s practice handles the firm’s most prominent US and international communications transactions and the firm’s strength in M&A and close ties to private equity and other investors, as well as carriers, provides a steady stream of work. It has recently acted in numerous competitive carrier acquisitions including PaeTec-Cavalier, KDL-Windstream, Zayo-AFS, Zayo-AGL, Fibertech-Lightower-Veroxity and Lightower-Lexant, and provides regulatory and corporate advice to competitive local exchange carriers (CLECs) and foreign carriers. Clients appreciate Catherine Wang’s ‘experience, strategy and expertise’. Jean Kiddoo, who is described as a ‘valuable resource across all policy issues, and has been deeply involved in numerous acquisitions’, and William Wilhelm are also recommended.

Cravath, Swaine & Moore LLP’s ‘excellent’ integrated telecoms transactional team is considered ‘excellent for mergers and acquisitions’. Robert Townsend, George Schoen and Craig Arcella represented Frontier Communications in connection its $8.6bn acquisition of 4.8m access lines from Verizon Communications in a transaction which positions Frontier as the largest pure rural telecommunications carrier in the United States. A group including top litigator Katherine Forrest represented privately held CLEC NuVox in connection with its $643m acquisition by Windstream. Other work included representing Cincinnati Bell in its $525m acquisition of Texan data center operator CyrusOne and the related $970m bank financing. The group’s international strength is highlighted by its representation of Telefónica, as US counsel, in its €7.5bn acquisition of a 50% stake in Brasilcel from Portugal Telecom, and its involvement in international capital markets work included representing the underwriters (led by Deutsche Bank and Morgan Stanley) in the €759m 144A/Reg. S initial public offering of Kabel Deutschland Holding, the largest cable television operator in Germany. Other key clients include Crown Castle, Naspers, Rogers Communications, Time Warner and Qualcomm.

Debevoise & Plimpton’s 35-strong media group has over 25 years’ experience, focusing on M&A and capital markets work for longstanding clients in the media, broadcasting and telecoms sector. The telecoms group is integrated into the firm’s corporate practice, and its cross-disciplinary strength and market reputation in corporate and private equity matters help it win prestigious, big-ticket mandates. The firm’s international reach, enables it to handle deals in Latin America, India and the Far East. According to clients, ‘the overall level of service is outstanding’. Transactions in 2010 were dominated by consolidation and divestitures, with partners recognized as ‘excellent leaders in their practice areas’. Kevin Schmidt and his team represented General Electric in its $5.8bn repurchase of Vivendi’s stock in NBC and advised it on its joint venture with Comcast that contemplates General Electric’s ultimate exit from NBC Universal. Schmidt also advised longstanding client Verizon Communications on a series of divestitures, notably its $8.6bn landline spin-off to Frontier. Michael Gillespie, who also advised NBC Universal, represents Globo Organization, the largest media company in Latin America. Richard Bohm represented longstanding clients, the Dolan family, in the tax-free spin-off of Madison Square Garden and related businesses from Cablevision. A litigation team led by Jeffrey Cunard represented major book publishers and the Association of American Publishers in negotiating a settlement of the landmark copyright litigation over Google’s plan to scan full-text books. Other clients include Discovery Communications, Eutelsat, Granahan McCourt, Hasbro, Providence Equity Partners and Sony.

Carl Northrop and his team at Paul, Hastings, Janofsky & Walker LLP bring their regulatory expertise to bear on a broad cross-section of transactions involving wireless spectrum and telecommunications assets for FCC licensed companies, notably handling the regulatory aspects of financing transactions for clients including Triad Communications and MetroPCS Communications, including a $750m notes offering and the purchase and sale of wireless spectrum and telecommunications assets. The group advised Revol Wireless on its acquisition of Advanced Wireless Services spectrum and on its pending acquisition of a controlling interest in CSM. Tara Giunta and her team advise on structuring transactions to ensure that they meet the appropriate FCC and state requirements. As counsel of record in Telx’s IPO, the firm assisted with the preparation of regulatory risk factors in connection with the IPO and a prior debt financing transaction; advice covered the complex and nuanced area of dark fiber and the regulatory intersection of telecommunications and information services.

Clients recommend Proskauer Rose LLP as a ‘valuable partner’ in major transactions. The highly respected co-head of the technology, media and communications group Jeffrey Neuberger operates at the intersection of technology, telecoms and broadcast, applying new media and data privacy and security expertise to the telecom and broadcast sector. In 2010, he advised Time Warner Cable’s news channel NY1 in a series of content licensing and other agreements related to motion pictures and television shows. Other work for this longstanding client included negotiating a major cloud computing initiative to make available an array of business software on a SaaS basis to broadband business subscribers. Robert Freeman, who also acts for Time Warner, represented Scripps Interactive Networks, in the negotiation of a linear affiliation agreement, standard Video on Demand agreement, real time encoding VOD agreement, broadband syndication agreement and mobile syndication agreement. He represented Discovery Communications in the structuring and negotiation of a joint venture with Sony and IMAX to launch the first 24/7 dedicated 3D television network in the US. ‘Top deal-maker’ Michael Woronoff in Los Angeles advises media and entertainment companies on high-stakes transactions and financing. A prestigious client list includes Insight Communications, XOS Technologies, Cablevision and T-Mobile.

According to clients, Shearman & Sterling LLP’s global media, entertainment and telecom group ‘is an outstanding asset during a big, fast-moving deal’. Led by Christa D’Alimonte, it handles transactional work for institutional clients, offering ‘a tremendous knowledge of business and M&A’. Highlights of 2010 included representing longstanding client McGraw-Hill as borrower under a $1.2bn three year credit facility arranged by JPMorgan Securities and Bank of America Securities and advising it on the sale of Businessweek to Bloomberg. The group assisted new client Mitel Networks on its $147m IPO, while Sony Corporation is another new client gain. The group, which is recommended for its ‘top-tier cross-border deals expertise’, benefits from the firm’s breadth of expertise and geographical spread – including a particularly strong London office – and its ties to investment banks, notably Merrill Lynch, Bank of America, Credit Suisse and Citigroup. Sam Waxman is recommended for his ‘unparalleled combination of M&A and IP depth’, and Scott Petepiece, for his ‘deep understanding of business and how clients think’. Other active clients include Viacom, Nokia and National Amusements.

Steptoe & Johnson LLP’s transactional work is supported by its regulatory prowess, representing many of the world’s leading and most innovative companies in the wireline, wireless, satellite, media and internet sectors Pantelis Michalopoulos in Washington DC represents AOL in a number of areas, including net neutrality and the Comcast merger proceeding. Alfred Mamlet represented Inmarsat in transaction negotiations with Boeing to build and provide services over a 5th generation Ka-band satellite system. Boeing agreed to purchase satellite services from Inmarsat on a take or pay basis Philip Malet is serving as counsel to Alinda in the regulatory approval process in its $137m acquisition of DukeNet Communications.

Although Weil, Gotshal & Manges LLP does not offer the same regulatory capability as some of its Washington DC competitors, its telecom and broadcast transactional group handles some of the largest and most significant big-ticket transactions in the sector. Led by Howard Chatzinoff and Frederick Green, co-chairmen of the firm’s M&A practice, it represents prominent industry players, as well as large investors making acquisitions in the communications space. Key members of the New York-based team include private-equity specialist Michael Weisser, and IP media specialists Michael Epstein, Jeffrey Osterman, Charan Sandhu and Michael Aiello. The practice is respected for its ‘thorough understanding of the law and ability to translate that into practical advice on a speedy basis’. The practice continued to benefit from convergence in the telecoms and broadcasting industry, representing General Electric and NBC Universal in the $37.3bn joint venture with Comcast. Together with Michael Lubowitz, and tax partner Marc Silberberg, Green advised DirecTV in an approximately $900m recapitalization. The group also handles cross-border and international work, notably advising Univision Communications, the leading Spanish-language broadcaster on the $1.2bn investment by Grupo Televisa, Mexico’s top TV broadcaster. ‘Tenacious negotiator’ Bruce Rich is recommended for his ‘deep experience and great attention to detail’. Key clients include Bresnan Communications, CBS, Providence Equity Partners and The Walt Disney Company.