Two locally connected firms, Jones Day and DLA Piper, snagged the top two spots in Thomson Reuters’ most recent Mergers & Acquisitions Review, which ranks legal advisers by number of deals completed worldwide this year.

Jones Day closed 165 deals in the first six months of the year, though that’s one fewer than the firm closed during the same period in 2009.

DLA Piper came in at 102 deals, 25 fewer than during the same period last year.

No other Atlanta-connected firms made the worldwide completed deals list, although Alston & Bird got a toehold on the bottom of a ranking of announced—as opposed to completed—U.S. deals. The firm came in 23rd of 25 firms on a list of most deals in which either the target or the acquirer was U.S.-based, handling 13 deals—14 fewer than last year. Despite the smaller volume, that ranking represented a leap up the ladder for Alston, which was ranked 41st in the same category in 2009. Jones Day ranked 10th on the same list, with 92 deals completed, nine fewer than last year.

The Thomson Reuters review also examines, among other things, the growth or decline of overall worldwide mergers and acquisitions. According to their analysis, the value of deals in the first half of 2010 totaled $1.1 trillion, a more than 9 percent increase from first half 2009 levels. The number of deals rose nearly 4 percent, with more than 19,000 announced.

Deals involving companies in emerging markets accounted for nearly one-third of the total value of transactions, with the energy and power industry the most active sector. Private equity M&A more than doubled, accounting for about 7 percent of the value of deals done.

Finally, the report looked at the biggest pending worldwide deals so far this year. Number five on that list was the announced union of The Coca-Cola Co. and Coca-Cola Enterprises North America, valued at $13.4 billion. Firms handling that deal are Skadden, Arps, Slate, Meagher & Flom, Cleary Gottlieb Steen & Hamilton and Wilson Sonsini Goodrich & Rosati for Coca-Cola; Cahill Gordon & Reindel for CCE. McKenna Long & Aldridge partners Clay C. Long, F.T. “Tread” Davis Jr. and David Brown are representing a special committee of CCE’s directors.

Two DLA Piper attorneys will serve on the faculty of the 36th annual Venture Capital Institute, an intense, four-day educational seminar designed for venture capital and private equity industry professionals.

Partners Jeffrey M. Leavitt and Douglas R. Spear will mark their fourth consecutive year on the faculty this fall, when the seminar is held Sept. 27-30 at the Emory Conference Center. So far, they are the only local attorneys on the announced faculty. They will teach a segment on term sheets for structuring and negotiating deals.

The only other attorney on the faculty so far is Jack S. Levin of the Chicago office of Kirkland & Ellis, who'll speak on critical legal and tax aspects of the venture capital industry.

Other faculty include Ginnie Breen of Sausalito, Calif.-based venture capital firm Sienna Ventures, which manages $150 million, and David Jones of Chrysalis Ventures, a Louisville, Ky.-based fund with $400 million under management and a portfolio focusing on the health care and technology sectors.

The program is organized by the National Association of Small Business Investment Companies.

The corporate intelligence service mergermarket has released its 2009 edition of Deal Drivers North America, an analysis of deal activity last year.

According to the report, produced in association with Merrill Datasite, North American M&A activity saw a 24.7 percent decline in volume and fell 7.6 percent in value. More than 3,000 deals were announced in 2009, with a combined value of $763.4 billion, compared with just over 4,000 deals with a value of $826.1 billion in 2008.

The deals mergermarket analyzed are valued at more than $5 million; if value was not disclosed, the turnover of the target was at least $10 million.

The most active deal sectors, as mergermarket defines them, were life sciences and health care, which accounted for nearly one-quarter of aggregate deal value, and energy, which posted almost one-fifth of aggregate deal value.

The report also includes a “Heat Chart,” which uses companies-for-sale stories written in the second half of 2009 as a barometer for deal activity this year. The South, which mergermarket defines as covering 12 states and the District of Columbia, posted the highest increase in for-sale stories. The sectors likely to be most active include technology, media and telecoms and energy, mining, oil and gas.

Legal advisers with Georgia offices, ranked from 1 to 20 by deal volume, include Jones Day (1) and DLA Piper (5).

New private equity funds—especially ones which actually invest—are a bit of a rare breed these days. But DLA Piper partner Gerry Williams managed to land one as a client and help it make its first investment recently.

Williams’ client, the Bethesda, Md.-based RLJ Equity Partners, is a portfolio company of The RLJ Companies, founded by Robert L. Johnson, the owner of the Charlotte Bobcats. Its new fund closed in June with $230 million of committed capital.

Its first investment was the purchase of what Williams calls “a significant minority ownership stake” in LAI International from Minneapolis-based private equity firm Spell Capital.

LAI, which is based in Scottsdale, Ariz., and has outposts around the country, uses state-of-the-art lasers and water jet processing to manufacture precision-engineered components for a variety of industries, including healthcare, power generation, aerospace and defense. LAI has annual revenues of about $55 million, according to Spell Capital’s portfolio description.

The financial terms of the deal were not disclosed.

Williams said RLJ became his client when Rufus H. Rivers, whom he met through a mutual friend about seven years ago, became RLJ’s managing director.

The legal aspects of the deal took about 90 days to put together, and Williams said his team of lawyers handled all the mergers and acquisitions work, as well as issues related to real estate, environmental, intellectual property, employee benefits and tax matters.

“I think the unique aspect is, that given the current environment in the debt markets, the deal was done keeping the senior debt lenders in place,” he said. “It became a partnership between the then-existing private equity fund [Spell Capital] that owned the business and RLJ Equity Partners.”

Spell Capital was represented by Fredrikson & Byron in Minneapolis. The investment bank for LAI was Lincoln International.

DLA Piper lawyers are working to help their clients get a piece of the $7.2 billion in stimulus money targeted, in part, at efforts to increase broadband Internet access in rural areas.

The stimulus money is intended to bring high-speed Internet connections—via cable, DSL or satellite, as opposed to slower dial-up access—to areas of the country now served by, for example, just one provider or none at all.

Partner Joseph Silver said the firm has about a dozen clients in different states who are seeking funding from the Recovery Act program, as well as necessary matching funds from private
investors. Six Atlanta attorneys have worked on these funding requests, as well as other lawyers from the firm’s offices around the country.

“The firm has basically created a collaborative effort among our venture capital team, our telecommunications practice and our government affairs practice to identify clients and help them with their applications to various agencies … and to help them identify private sources of funding,” he said.

As the government programs are constructed, businesses seeking funding must get 80 percent of their money either from the Commerce Department’s National Telecommunications Information Administration, which is tasked with distributed $4.7 billion for broadband initiatives, or from the Agriculture Department’s Rural Utility Service, which will distribute $2.5 billion targeted specifically at rural broadband access. Businesses must then raise 20 percent of their funding from private sources, Silver said.

Funds must be distributed before Sept. 30, 2010, and used for projects that can be completed in two years.

Silver said clients don’t want their identities revealed at this point, but he added that the client list includes technology companies, emerging growth companies, companies backed by mezzanine lenders and businesses associated with state governments. The types of businesses include wireline and wireless providers and providers offering to construct a variety of facilites, including those that offer last-mile facilities, which connect the end-user to the Internet; middle-mile facilities, which offer the infrastructure needed to connect, among other things, data centers to one another; and long-haul facilities, which may provide long-distance fiber routes between, for example, Atlanta and Miami.

Silver said DLA lawyers have helped clients by working on executive summaries and business plans to attract private investors, handling all financing documentation, contracts and associated lobbying, and by helping with the government application process.

All application materials for funds targeted at unserved and underserved areas were due to the government on Aug. 20—a deadline extended from Aug. 14 because the response from interested companies was so great that it caused the government’s Web site, www.broadbandusa.gov, to crash, Silver said. All of DLA’s clients, he said, were applying for this type of funding.

“Hopefully we’re going to be certain to hear something in early November,” he said. “I think when people get news of positive responses and awards it may spur additional applications. … I think it’s going to lead to more work going forward as it becomes more public.”

When Atlanta-based Red Clay Capital Holdings bought motorcoach tourism company Gray Line of Nashville, two groups of local lawyers were involved.

DLA Piper partner Joseph B. Alexander Jr. led the team for Red Clay Capital Holdings, a private investment firm focused on the long-term development of growth-stage companies. Atlanta corporate associate Anthony M. Webb and Baltimore tax partner Jordan I. Bailowitz also worked on the deal.

Terms of the deal, which was brokered by Corporate Finance Associates, a California-based investment bank, were not disclosed. Hoover’s, the business reporting company, estimated that LCL Inc., which operates as Gray Line and offers charter, daily sightseeing and package tours, had 2008 sales of $18.8 million.

Buckhead-based Atlantic Capital Bank provided financing for the deal. The bank was represented by partner Harrison J. Roberts and associate C. Keith Taylor at Parker, Hudson, Rainer & Dobbs.
The representation of LCL Inc./Gray Line was handled by Jeffrey Mobley of Howard & Mobley in Nashville, Tenn.

With the help of a team of lawyers from DLA Piper, private equity firm Navigation Capital Partners has pledged to invest up to $15 million in interactive marketing agency Definition 6.

DLA partner Joseph B. Alexander Jr. (pictured below) and associate Daniel P. Rollman, as buyer’s counsel, advised Navigation in its decision to take a controlling ownership share of Atlanta-based Definition 6.

Definition 6 is the third portfolio company for this private equity firm, which has $375 million under commitment and is focused on investing in middle-market companies. Alexander said he also helped NCP acquire its other two portfolio companies: Dallas-based Exeter Finance Corp. and Atlanta-based James Brown Contracting.

The Definition 6 deal, said Alexander, is a small one for NCP. The company’s investment in Exeter, an auto finance company, for example, was $60 million, he added.

Alexander said his client was interested in Definition 6 because “they believe strongly that businesses are going to look to the Internet to advertise, that interactive media is the wave of the future in terms of advertising dollars.”

Greenberg Traurig shareholder Stacey O. Gallant led the representation of Definition 6, along with shareholders Gary E. Snyder, Ronald W. Eisenman and associate Guillermo N. Wasserman.

The companies now share some top talent. After inking the deal, NCP appointed Managing Partner Larry Mock, Operating Partner O.G. Greene and Vice President Zuri Briscoe to Definition 6’s board of directors.

Definition 6, said Gallant, was interested in the deal because “they wanted the capital so they could expand the products and services offered to their customers and also potentially expand geographically.”

Gallant and Alexander said the deal closed quickly, in part because Navigation financed the transaction itself. The legal work took less than 60 days, Alexander said.

“In this economic climate, that’s kind of astounding,” Gallant said. “And that it actually closed.”

“This is one of the few deals that we’ve gotten started and closed,” Alexander said, explaining that he’s working on a few other potential deals for Navigation. “Until they get closed, though, you just kind of sit and hope. That’s the way it is right now.”

Yes, Virginia, there is a living, breathing private equity and venture capital law practice—even in these miserly economic times.

So says the Dow Jones Private Equity Analyst’s latest ranking of law firms based on the number of deals closed in 2008. Six of the players on that 72-firm list have Atlanta offices: DLA Piper is the most highly ranked local, taking second place on the nationwide list, just behind Wilson Sonsini Goodrich & Rosati.

The other Atlanta-connected firms and rankings are Jones Day (16); Paul Hastings Janofsky & Walker (18); Duane Morris (44); Morris, Manning & Martin (tied with Ice Miller at 49) and Greenberg Traurig (51).

According to information from DLA Piper, Atlanta attorneys worked on venture capital deals valued at $290.2 million in 2008.

“Atlanta’s got a lot of … emerging growth companies, but not a lot of private equity in the city,” said Jeffrey M. Leavitt, a partner in DLA Piper’s office here. “I think one of the reasons we ranked so high is we can leverage the contacts of our other offices around the country.”

DLA Piper did not disclose its largest deal because, according to Leavitt, the client occupies a competitive technology space and wanted to keep the transaction quiet. He said that one of the marquee deals for the Atlanta office involved $55 million in Series B financing for Suniva, a solar-power chip company.

Leavitt said the Atlanta office’s client base in the venture capital/private equity arena is about 85 percent technology and 15 percent life sciences companies. He said he anticipates a jump in life sciences work, given the state’s active outreach to that sector via organizations such as the new Global Center for Medical Innovation and the Georgia Research Alliance.

According to the Dow Jones ranking, DLA Piper negotiated and closed a total of 894 private equity and venture capital deals in 2008.

Jones Day, which closed 174 private equity and venture capital deals last year, listed its largest deal as advising Ospraie Management LLC in its $2.8 billion acquisition of ConAgra Trade Group, a subsidiary of ConAgra Foods.

The largest deal of the 153 that Paul Hastings handled involved its representation of Madison Dearborn Partners in a now-terminated $42 billion acquisition of BCE Inc. with Providence Equity and the Ontario Teachers’ Pension Plan. A firm spokeswoman said that 66 Atlanta lawyers worked on those deals.

Duane Morris, with a total of 53 deals, represented Atlantic Industrial Inc. and private equity firm Sterling Capital Partners when Atlantic was acquired for more than $250 million.

Morris Manning, with 47 deals, represented a transportation-focused business services company in a $27 million expansion round with multiple investors. Greenberg Traurig, with 46 deals, did not disclose its largest deal.

TitleMax, one of the largest title-lending companies in the U.S. and a frequent advertiser on Atlanta television stations, filed for bankruptcy in Savannah on Monday.

DLA Piper partners Thomas Califano and Jeremy Johnson in New York, and Gray & Pannell partner Marvin Fentress in Savannah are representing TitleMax Holdings LLC in the Chapter 11 case in U.S. Bankruptcy Court for the Southern District of Georgia.

The bankruptcy filing was triggered by the maturity of a $165 million loan from Merrill Lynch Mortgage Capital Inc. and Fortress Investment Group LLC.

Savannah-based TitleMax reported $100 million of debts and $100 million of assets. Several affiliated companies filed for Chapter 11 simultaneous with TitleMax, including CheckMax of Tennessee and TitleMax Funding. Fentress filed a motion for the court to jointly administer the cases.

Additionally, Fentress filed a motion seeking approval for TitleMax to use its cash collateral to fund operations. If TitleMax were not able to use the cash it generates from its ongoing operations, it would be forced to cease operations, Fentress wrote.

Fentress also filed a motion seeking authorization to pay about $2.3 million in employee wages and salaries on the company’s next payroll date on Apr. 29. TitleMax employs about 1,800 people and operates more than 500 locations in eight states, according to a court filing.

Cox Enterprises Inc. and Cox Radio Inc.—two companies that own some of Atlanta’s flagship media outlets—are looking to make their connections airtight. Cox Enterprises is offering to buy the remaining shares of Cox Radio that it doesn’t already own for about $69 million.

Cox Enterprises owns the rapidly shrinking Atlanta Journal-Constitution newspaper, while Cox Radio owns the Atlanta radio station WSB-AM. Although the two Cox companies are Atlanta institutions, they’re being advised by a cluster of attorneys in the nation’s capital.

Cox Enterprises is taking counsel from two attorneys at its longtime law firm: Dow Lohnes partners Stuart Sheldon and Thomas Twedt in Washington. Meanwhile, eight attorneys from DLA Piper’s Washington office are advising a two-person special independent committee of Cox Radio’s board of directors. The DLA Piper team is led by partner Jay Tannon.

The two Cox companies also own media properties outside Atlanta. Last year, Cox Enterprises put some of those properties up for sale, putting about 20 smaller newspapers on the auction block. Cox Enterprises also owns TV stations, like WSB in Atlanta; cable-television company Cox Communications; and automobile auctioneer Manheim.

Reflecting the broad financial problems in the U.S. newspaper industry, the Atlanta Journal-Constitution last week announced last month it planned to cut 90 jobs from the newsroom.