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Jan. 30, 2014

Jason H. Silvera

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Latham & Watkins LLP | Los Angeles | Corporate


Last year, Silvera represented Avery Dennison in a deal that involved two significant divisions, dozens of jurisdictions around the world, and a lot of history.


The transaction culminated in the sale of Avery's office and consumer products and designed and engineered solutions businesses to CCL Industries Inc. for $500 million.


Previously, the sale process involved Avery's agreement in 2011 to sell its office and consumer products business to 3M. The parties mutually agreed to walk away from that deal in late 2012 following a challenge by regulatory authorities.


The deal with CCL didn't involve the same level of regulatory challenges the 3M transaction, Silvera said. But the global nature of the transaction posed other challenges.


"We were dealing with a carveout transaction involving the sale of assets and stock in more than 20 jurisdictions," Silvera said. "There were dozens of attorneys across the globe working on the transaction. Our ability to successfully execute the deal was heavily dependent on team coordination and everybody going in the right direction."


Added to those complexities, Silvera said, is that, outside of the U.S., worker protections tend to be greater.


"We had to go through works council and, in one jurisdiction, present the deal to them in advance of signing it," he said. "This is not something we are required to do here in the United States."


In other matters, Silvera represented Leonard Green & Partners LP in the private equity firm's recent acquisitions of several companies, including J. Crew Group Inc., Savers Inc., Jo-Ann Stores Inc. and IMS Health, for more than $10 billion.


He also represented David's Bridal Inc. in its sale to private equity investor Clayton, Dubilier & Rice LLC, with Leonard Green continuing as a minority partner; and represented the Brickman Group Inc. in its sale to private equity investor KKR & Co. LP. Each of these deals is valued at more than $1 billion.


Silvera represented California Pizza Kitchen Inc. in its sale to Golden Gate Capital Partners for $470 million.


Overall, in his experience, mergers and acquisitions generally have been on the rise since 2009, Silvera said, adding, "The combination of doing significant sized transactions and smaller capital transactions is rewarding and fun."

- PAT BRODERICK

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