August 18, 2010 5:14 PM
Jenner & Block, Davis Polk on GM IPO
Posted by Brian Baxter
General Motors filed for its highly-anticipated initial public offering on Wednesday, a little more than a year after the company emerged from bankruptcy. Jenner & Block and Davis Polk & Wardwell, two firms with longtime GM connections, will be handling the legal work on the offering, according to an SEC filing by the Detroit-based automaker.
Jenner corporate partners Joseph Gromacki, William Tolbert, Jr., and Brian Boch are lead issuer's counsel for the IPO. Gromacki chairs Jenner's corporate practice and serves as cochair of the firm's securities practice. The American Lawyer selected him as a Dealmaker of the Year in 2007 for his work advising Sam Zell on the $8.2 billion privatization of the Tribune Company.
GM has been a longtime client of the firm, having turned to Gromacki and Jenner for M&A and corporate securities work. Last year Jenner was one of four firms, including Weil, Gotshal & Manges, Dewey & LeBoeuf, and Honigman Miller Schwartz and Cohn, advising GM in Chapter 11 proceedings. The Am Law Daily reported last year that Jenner earned $11.3 million in legal fees for GM in the six months prior to its bankruptcy filing on June 1, 2009.
Davis Polk corporate partners Richard Drucker and Sarah Beshar are advising lead underwriters Bank of America, Citigroup, JPMorgan Chase, and Morgan Stanley on the IPO, which Reuters reports is worth up to $100 million. GM did not state the number of shares it plans to sell in the offering, which could eventually raise up to $20 billion once trading begins sometime this fall on stock exchanges in New York and Toronto.
Legal fees and expenses related to the offering are not yet available, according to the company's S-1 filing with the SEC. The filing states that Davis Polk acts as counsel to the executive compensation committee for GM's board of directors, as well as for several GM subsidiaries on various matters.
In a section of the filing disclosing certain relationships and related party transactions, GM notes that the husband of director Cynthia Telles is Mayer Brown government affairs partner Robert Hertzberg in Los Angeles. The automaker states that it paid Mayer Brown $1.3 million last year for legal services and continues to engage the firm as outside counsel from time to time.
Jenner's Gromacki and Davis Polk's Drucker declined to comment on GM's planned IPO when contacted by The Am Law Daily. A GM spokesman declined our request to speak with Robert Shrosbree, an in-house lawyer working on the automaker's public offering.
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