The Legal 500

Within Bank lending (including other sources of financing), tier 4

Ropes & Gray LLP’s practice benefits from a strong private equity client base. Following the uncertainty in the PE market in 2009, the firm saw a 2010 marked by a resurgence in work from existing clients. It advised Berkshire Partners, Bain Capital and Advent International on the $1.2bn LBO of Skillsoft and an Irish internet training and software provider, a rare transaction in the uncertain economic times prevailing in the Republic of Ireland. It also acted for TPG Capital and CPP Investment Board in obtaining and structuring $3.28bn of aggregate debt financing for the acquisition of IMS Health, a provider of medical and pharmaceutical intelligence. Up-and-coming talent Michael Lee of the Boston office assisted Covidien in its $2.6bn acquisition of Ev3, a medical device developer, involving a bridge financing commitment. Jay Kim is recommended, and has an extensive record in leveraged buyouts and multi-jurisdictional transactions. Also attracting praise are Boston-based chair of the debt financing group Thomas Draper, and Steven Rutkovsky in New York, who has well-established expertise in private equity matters.

Within Healthcare and life sciences, Ropes & Gray LLP is a second tier firm,

Ropes & Gray LLP represents life sciences clients and healthcare service providers in government investigations and regulatory litigation. It assisted Pfizer with reaching a settlement with federal and state governments over a series of civil and criminal law allegations. It acted for Merck & Co (and Schering-Plough before it) in reaching a $69m Medicaid damages exposure settlement with the US, Florida and California in a qui tam case under the False Claims Act. The group continues to represent IASIS Healthcare – a 16-hospital health system – in a False Claims Act case ongoing since 2006, in which a qui tam relator alleged breaches of the Stark and anti-kickback statutes. Other representations include Stryker Biotech and Elan Pharmaceuticals in consumer fraud cases centering on marketing practices. Boston-based Brien O’Connor and Joshua Levy are key figures.

Within Patent licensing and transactional , tier 4

Ropes & Gray LLP has a particularly active licensing and transactions practice, acting for clients in industries including life sciences, hi-tech/engineering, consumer branded products and financial services. The IP team of 200 attorneys and 43 patent agents is located across six offices in the US and is particularly experienced in structuring joint development and joint venture relationships. Edward Black heads the group from the Boston office, and has extensive experience in media and technology management, while James Haley in New York comes highly recommended for his work in the biotechnology, pharmaceutical and chemical industries. Work highlights included advising Genzyme on its divestiture of three significant business units; Astrazeneca on a $1.2bn transaction with Rigel Pharmaceutical and a $350m acquisition of Novexel; and Applied Genetic Technologies on its acquisition of biopharmaceutical company Icagen. Other key clients include American Express, ExxonMobil, United Online, Motorola, Pfizer, Oscar De La Renta, Vertex Pharmaceuticals and Bristol-Myers Squibb.

Within Patent litigation: full coverage, tier 6

Ropes & Gray LLP has a strong presence in patent disputes, with a client base spanning the finance, telecoms, software and life sciences sectors. Jesse Jenner acted for Motorola in its high-profile complaint against Research In Motion before the ITC, and settled another dispute with Vtech. The practice’s Section 337 expertise was boosted with the arrival of Stephen Rosenman from Dechert LLP in 2010. Life sciences clients include Genzyme, Bayer, Purdue Pharma, Covidien and AstraZeneca. Bradford Badke successfully defended Nova Biomedical in a long-running dispute against Therasense and Abbott, which was affirmed on appeal.

Within Alternative/hedge funds, Ropes & Gray LLP is a second tier firm,

Ropes & Gray LLP has ‘a superb investment management team in Boston’, with high-end hedge funds work a core focus for the ten-partner team. Headed by Laurel Fitzpatrick, this ‘excellent set of lawyers’ has depth across the board, as well as a niche capability in derivatives and futures to supplement its tax, ERISA and restructuring prowess. Despite the dearth of new funds in 2010, the team represented Grantham, Mayo, Van Otterloo & Co on the formation of GMO Credit Opportunities, which was set up to invest in long and short positions on distressed bank loans, bonds, notes and other issuer obligations. It also advised Pacific Investment Management Company on its fund formations, including a number of alternative fund structures such as a bank trust fund project. Other highlights for 2010 included advising Blackstone’s Strategic Alliance Fund and Strategic Alliance Offshore Fund on seed investments in multiple hedge funds. Boston-based Leigh Fraser and New York-based Sarah Davidoff are both recommended.

Within Mutual/registered funds, Ropes & Gray LLP is a first tier firm,

Ropes & Gray LLP has ‘an excellent investment management practice with a great deal of depth in the mutual funds space’. Investment management is the core focus of 150 lawyers nationally, with a team of 25 partners providing corporate and securities advice to a client base that includes independent trustees to funds belonging to Schwab and Dodge & Cox, and to registered funds from Allianz Funds, Natixis and Loomis Sayles Funds. The team’s expertise spans the breadth of registered funds matters, from corporate advice and restructuring to regulatory compliance and litigation. It achieved a significant victory for Harris Associates, manager of the Oakmark family of mutual funds, in a US Supreme Court Case regarding the standard for determining how “excessive fee” claims against mutual fund advisers will be litigated. The court upheld the current standard and rebuffed attempts by plaintiffs’ lawyers to encourage increased judicial scrutiny of fees. Recent transactional highlights include advising Columbia Funds on Ameriprise Financial’s $1bn acquisition of the long-term asset management business of Columbia Management. Following the transaction’s completion, the team has continued to represent both the target and the acquirer’s funds on more than 90 fund reorganizations. It also advised Natixis Global Asset Management, Loomis Sayles & Company, and AlphaSimplex Group on the design, launch and operation of two open-end mutual funds that use complex derivative strategies to pursue their investment objectives. It has also been involved in the highly popular ETF market, representing the independent trustees of Market Vectors ETF Trust, considered to be one of the more innovative ETF providers, on the organization of its $13bn complex of over 30 funds. ‘Thorough analysis and excellent business acumen’ are two of the practice’s characteristics highlighted by clients. Boston-based investment management head John Loder has a ‘sharp, commercial eye’. In the same office, Gregory Sheehan and Susan Johnston are also recommended, as is New York office head Bryan Chegwidden.

Within Private equity funds, Ropes & Gray LLP is a second tier firm,

Ropes & Gray LLP has a ‘sizeable, experienced team’ of 100 lawyers spread across its US offices, as well as London and Hong Kong, and its ‘private equity experience, business knowledge and tax expertise gets the highest rating’ from clients. It has the breadth to offer service across the complete spectrum of participants in the industry, from fund sponsors such as Apax Partners and Bain Capital to institutional investors. Highlights in 2010 included advising KIPCO Opportunity Fund, one of the largest holding companies in the Middle East and North Africa region, which is targeting $1bn of commitments to invest in companies located there. It also advised Welsh, Carson, Anderson & Stowe in connection with the organization of its eleventh buyout fund, with a focus on the information, business services and healthcare industries. It has also been advising Domain Associates on organizing its eighth VC life sciences fund, and, in the secondaries market, has been acting for Greenpark Capital regarding all its existing funds and transactions. Boston-based Ann Milner heads the practice, and is recommended along with New York-based Michael Doherty. In Palo Alto, Eric Wright is recommended for his VC expertise.

Within M&A: large deals ($1bn-5bn), Ropes & Gray LLP is a third tier firm,

Ropes & Gray LLP’s Boston-based Julie Jones is the head of the federal securities and public companies practice. Jones focuses on representing public companies, investment banks and private equity funds in M&A. Key deals for the team included acting for Covidien, a provider of medical devices, in a wide variety of corporate matters, including the $2.7bn acquisition of ev3, an endovascular device maker. In mega-deal matters, the practice assisted NSTAR in its $17.1bn sale to Northeast Utilities and represented Millipore Corp, an international biosciences company, in its $7bn acquisition by Merck, a global pharmaceutical and chemical company based in Germany. Mid-market highlights included representing Green Mountain Energy Company in its $350m sale to NRG Energy and advising TechTeam Global, a provider of IT outsourcing and business process outsourcing services to businesses, in its $111m sale to Stefanini IT Solutions. The practice also acts for Green Mountain Coffee Roasters in a wide variety of corporate matters, including its strategic acquisitions, which recently included the: $893.5m acquisition of Yan Houtte, the $290m acquisition of Diedrich Coffee, and the $165m acquisition of Timothy’s Coffees of the World. Paul Kinsella focuses primarily on transactions involving life science companies. David Chapin regularly represents Berkshire Partners, Thomas H Lee and Weston Presidio, as well as a number of other private equity funds.

Within Private equity buyouts, Ropes & Gray LLP is a first tier firm,

With private equity very much at the core of its business, Ropes & Gray LLP has some 175 attorneys that are principally focused on private equity transactions. While its key centre of expertise still remains Boston, it continues to expand elsewhere with new offices in London and Chicago, and particular growth in Tokyo and Hong Kong. Built on the foundations of its long-standing relationship with Bain Capital, the firm continues to be associated with high-value deals and even during the depressed market conditions managed to close a series of transactions that were valued in excess of $1bn. This included the landmark post financial crisis transaction by TPG Capital and the Canadian Pension Plan Investment Board, when they acquired IMS Health Inc for an immense $5.2bn in 2009. In terms of volume, the firm has an equally impressive recent record. During 2009 and 2010, it represented private equity funds in over 90 deals. This is credited to its successful development of its mid-market practice. Recent deal highlights include Bain Capital’s $1.6bn acquisition of Gymboree Corp, TPG Capital’s $1.6bn acquisition of Ontex NV, and T H Lee Partners’ $1.1bn acquisition of inVentiv Health. In February 2010, the firm also represented a consortium of Bain Capital, Advent International and Berkshire Partners on their $1.1bn leveraged buyout of Dublin-based SkillSoft. The firm’s client base balances a mix of large buyout funds such as Bain Capital, Apax Partners, Silver Lake Partners, TA Associates and TPG, with a range of mid-market sponsors including Berkshire Partners, Fenway Partners and Kohlberg & Co. Key partners include Boston head of the private equity transactions group Alfred Rose, ‘the private equity industry thinks the world of him’; founder of the private equity practice Bradford Malt; David Chapin, ‘the firm’s top gun’; Julie Jones; Newcomb Stillwell; and New York’s Othon Prounis, who regularly works with Welsh Carson Anderson & Stowe and Silver Lake Partners.

Within Domestic tax: East Coast, tier 6

Ropes & Gray LLP’s Christopher Leich heads the tax and benefits group from Boston; the department is also represented in Washington DC and New York. Other Boston residents include Eric Elfman, who advised specialty coffee leader Green Mountain on a series of acquisitions over the last year, including that of Canadian Van Houtte group, for a purchase price of CAD$915m, which closed in December 2010, and Jennifer Harding, who advises on federal income taxation for corporate and partnership transactions. Also in Boston, Susan Johnston is expert in the taxation of regulated investment companies, and Lorry Spitzer specializes in advising health care organizations and other types of tax-exempt organizations. Rom Watson is recommended for cross-border matters. Washington DC’s Erik Corwin advised Electro-Motive Diesel, in its $820m sale to Caterpillar subsidiary, Progress Rail Services. Clients include Domino’s Pizza, AstraZeneca, Goldman Sachs and MassMutual.