March 21, 2011 6:02 PM

O'Melveny, Cravath Advise on Proposed Apollo IPO

Posted by Brian Baxter

O'Melveny & Myers and Cravath, Swaine & Moore are advising on a proposed initial public offering by Apollo Global Management. The private equity firm on Monday filed documents with the SEC disclosing its intention to raise roughly $473 million.

Apollo, headed by Leon Black, initially put forth a plan to go public in April 2008 but postponed the listing later that year as a result of the financial crisis. Apollo now plans to list on the New York Stock Exchange.

O'Melveny partner Monica Thurmond, who joined the firm in May 2006 from Latham & Watkins, took the lead for New York-based Apollo in 2008; her name appears on Apollo's S-1 registration statement, refiled with the SEC on Monday.

The firm's designation by the buyout shop comes as little suprise. Apollo's chief legal officer, John Suydam, joined O'Melveny in 2002 from New York boutique O'Sullivan. Suydam spent the next four years at O'Melveny, heading its M&A practice, before leaving for Apollo. Earlier this year, Apollo hired former O'Melveny private equity partner Paul Loynes in London to become its first-ever European in-house legal department chief.

O'Melveny advised Apollo last year on its merger of portfolio company Hexion Specialty Chemicals with Momentive Performance Materials and on Apollo's ultimately unsuccessful $2.4 billion bid for struggling amusement park operator Cedar Fair.

Thurmond herself handled a $450 million IPO for Apollo portfolio company AMC Entertainment last year and a $500 million offering by Apollo casino operator Harrah's Entertainment that never materialized.

Cravath corporate partner Andrew Pitts is advising underwriters led by Goldman Sachs, JPMorgan Chase, and Bank of America/Merrill Lynch. Apollo's SEC filing does not give an estimated amount in legal costs and expenses related to the offering.

Apollo follows several other buyout firms that have recently pursued public listings, including The Blackstone Group (2007), Fortress Investment Group (2007), and KKR (2010). (Click here and here for stories on the lawyers behind those offerings.)

After a brisk start to 2011, particularly in the technology sector, the IPO market has been quiet of late as a result of the earthquake, tsunami, and radiation disaster in Japan and global unrest over the situation in Libya, according to The New York Times.

Last week Copenhagen-based global services firm ISS, which embraced a $2.5 billion IPO after rejecting a takeover bid by Apax Partners earlier this year, postponed its planned listing due to a skittish stock market. As previously reported by The Am Law Daily, Danish firm Gorrissen Federspiel has been advising ISS on both the proposed leveraged buyout by Apax and the company's IPO.

ISS's decision followed that by French media conglomerate Lagardère to delay an IPO by television unit Canal Plus. Lagardère had planned to sell a 20 percent stake in Canal Plus, which it owns jointly with French telecom Vivendi.

Still, some firms remain busy with large public offerings. Five law firms have a role on what could be the largest-ever IPO in Singapore. Hong Kong-based conglomerate Hutchison Whampoa announced in late February that it would raise $5.8 billion by spinning off its ports business in an IPO. The Asian Lawyer reported in early March that Freshfields Bruckhaus Deringer, Singapore firm Allen & Gledhill, and Beijing-based King & Wood are advising Hutchison Port Holdings in its offering, while underwriters have turned to Allen & Overy and Chinese firm the Jun He Law Offices for counsel.

Another company with a Hong Kong listing on tap is Italian fashion group Prada. Legal Week reported in late February that Clifford Chance and Italian firm Bonelli Erede Pappalardo are advising the family-owned, Milan-based fashion house on its proposed offering in Hong Kong. Prada has delayed going public several times in the past decade.

Last week The Am Law Daily looked at the three Am Law 200 firms slipping into roles for a proposed IPO by FriendFinderNetworks, owner of Penthouse magazine. Other large filings are looming, including potential listings by commodities trader Glencore, discount Web company Groupon, and Dutch financial services firm ABN AMRO.

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