The Work

May 10, 2011 2:09 PM

Paul Weiss, Proskauer, O'Melveny, Wachtell Headline Apollo's CKX Buy

Posted by Brian Baxter

UPDATE: 5/10/11, 6:30 p.m. In a major lateral move, Greg Ezring and Monica Thurmond of O'Melveny & Myers are leaving the firm with five other corporate partners to join Paul Weiss, as reported today by The Am Law Daily's Amy Kolz.

Three top Am Law 100 firms are advising on Apollo Global Management's $510 million announced acquisition of U.S. entertainment company CKX, owner of television shows like American Idol and So You Think You Can Dance.

CKX also owns an 85 percent stake in Elvis Presley Enterprises, which manages the late rock star's estate, handles licensing agreements, and runs tours of Presley's former Graceland home. The company also owns the intellectual property behind the names and images of boxing legend Muhammad Ali, according to Bloomberg. The deal value represents a 40 percent premium on the closing price for CKX stock over the past six months, Bloomberg reports.

Paul, Weiss, Rifkind, Wharton & Garrison corporate partner and media and entertainment practice chair James Schwab and M&A partner Neil Goldman are leading a team advising Apollo on the deal. The New York-based private equity firm run by Leon Black has been a longtime M&A and litigation client of Paul Weiss, which last week advised Warner Music Group on its $3.3 billion sale to Access Industries. (Paul Weiss represented Apollo on a $425 million settlement with chemical company Huntsman in December 2008 over an aborted leveraged buyout.)

Gregory Ezring, cochair of the corporate finance and capital markets practice at O'Melveny & Myers in New York, is serving as finance counsel to Apollo, along with partner Monica Thurmond and associate Rachel Springer. O'Melveny has a long history advising Apollo, and in March, SEC filings revealed that Thurmond is advising Apollo on a future initial public offering that would raise roughly $473 million.

Apollo's chief legal officer John Suydam is a former O'Melveny partner, joining the firm in 2002 to head its M&A practice. Earlier this year, Apollo hired former O'Melveny corporate partner Paul Loynes as its first-ever European general counsel.

New York-based CKX turned to Wachtell, Lipton, Rosen & Katz corporate partner David Shapiro, employee benefits partner Michael Segal, tax partner Joshua Holmes, and associates Alison Zieske, Lisa Schwartz, and Christina Cheng for counsel on its sale to Apollo.

Wachtell has been advising CKX for over a year as the company entertained offers from rival bidders. CKX is the parent company of 19 Entertainment, a producer of American Idol and other shows that was sold by Idol founder Simon Fuller. Last year, Fuller attempted an unsuccessful bid to take CKX private. Other bidders for CKX were One Equity Partners, the private equity arm of JPMorgan Chase, and billionaire Alec Gores's private equity firm The Gores Group, according to the Los Angeles Times.

CKX's director of legal and government affairs is Howard Tytel, who also serves on the company's board of directors. Tytel previously worked at Baker & McKenzie and was longtime legal counsel to media entrepreneur Robert F.X. Sillerman, a founder of CKX who stepped down as chairman and CEO of the company a year ago. Sillerman continues to serve as a consultant to CKX.

The company's two largest shareholders, Sillerman and Lisa Marie Presley, the sole beneficiary of Presley's estate, have approved the sale to Apollo. Michael Woronoff, head of the West Coast securities practice at Proskauer Rose, is representing the Promenade Trust, which benefits Lisa Marie Presley and manages Elvis Presley's name.

CKX said in a press release that the acquisition will be completed through a cash tender offer for shares of common stock to begin shortly and is expected to finish within 20 days.

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