Jenner & Block

 

Prior to joining Jenner & Block, Mr. Rawn’s representative experience included the following:

Mergers and Acquisitions

  • Represented Silgan Holdings Inc. in numerous transactions, including:
    • acquisition of dispensing systems business of WestRock Company for approximately $1.025 billion;
    • acquisition of the metal container business of Van Can Company;
    • acquisition of the US metal vacuum closures operations of Tecnocap S.p.A. and Tecnocap LLC;
    • acquisition of Portola Packaging, Inc. for approximately $266 million;
    • acquisition of Rexam PLC's plastic thermoformed food business for approximately $250 million;
    • proposed acquisition of Graham Packaging Company Inc. for approximately $4.1 billion (signed and announced but merger agreement subsequently terminated by Graham and termination fee paid to Silgan);
    • acquisition of the metal container operations of Vogel & Noot Holding AG in Central and Eastern Europe for approximately $290 million;
    • acquisition of IPEC Global, Inc.;
    • acquisition of Amcor Limited's metal, plastic and composite closures business in Europe, Asia and South America for approximately $280 million;
    • acquisition of Group Vemsa 1857, S.L.’s metal vacuum closures operations in China;
    • acquisition of Thatcher Tubes LLC; and
    • formation of a joint venture in the domestic metal and plastic closures business with White Cap, Inc., and subsequent acquisition of White Cap’s interest in such venture for approximately $125 million.
  • Represented Stanley Black & Decker, Inc. in an acquisition of a tool storage company;
  • Represented Double Eagle Acquisition Corp. in a $1.1 billion business combination with Williams Scotsman International, Inc.;
  • Represented Global Eagle Entertainment Inc. in acquisition of Emerging Markets Communications for $550 million in a cash and stock deal (named North America Deal of the Year ($500 million - $1 billion) by 8th Annual Americas M&A Atlas Awards);
  • Represented Alcatel-Lucent in several acquisitions and divestitures, including acquisitions of: Motive, Inc. by cash tender offer; Kindsight, Inc.; ReachView Technologies; Thompson Advisory Group; and NetDevices and divestiture of video integration and laboratory testing services business to AT&T Services, Inc.;
  • Represented SAI Global Limited in numerous acquisitions, including: Modulo Security LLC, the Supply Chain Certification business of the Steritech Group; Integrity Interactive Corporation; Compliance and Ethics Learning Solutions; QMI Division of Canadian Standards Association; ILI Infodisk Inc. (US aspects); Easy i Holdings Limited (US aspects); and CRS Registrars, Inc.;
  • Represented PL Developments in the acquisition of Aaron Industries;
  • Represented the equity owners of Solebury Capital in the sale of Solebury to PNC Bank, NA;
  • Represented a helicopter operator in the formation of a joint venture in Brazil;
  • Represented the shareholders of a Bangkok-based online travel company in the sale of the company to a leading world-wide online travel company;
  • Represented the stockholders of a technology consulting firm in the sale of the firm to a global management consulting, technology services and outsourcing company;
  • Represented a leading producer of fiber-based packaging, pulp and paper products in the acquisition of a paper manufacturer for approximately $185 million;
  • Represented a software solutions provider in the acquisition of a software and services business operating in the US, UK, and Ireland;
  • Represented a leading copying and printing company in the sale of its worldwide office manufacturing operations to a contract manufacturer for approximately $200 million; and
  • Represented a Swedish pharmaceutical company in the restructuring of its US joint venture with a US- based global pharmaceutical company, and served as U.S. counsel in its subsequent multi-billion dollar merger with a UK-based global pharmaceutical company.

Securities Transactions

  • Represented Silgan Holdings Inc. in an aggregate of approximately $660 million in stock repurchases effected through “modified Dutch auction” self-tenders;
  • Represented Silgan Holdings Inc. in numerous Rule 144A offerings of senior and subordinated notes, including a dual tranche euro and dollar offering, for an aggregate value of approximately $3.2 billion and subsequent exchange offers registered on Form S-4;
  • Represented Alcatel-Lucent in a minority equity investment in Ikanos Communications, Inc. (PIPE transaction);
  • Represented a leading video game retailer in a $950 million Rule 144A offering of senior floating rate notes and senior notes as part of financing for the $1.4 billion acquisition of another publicly traded leading video game retailer;
  • Represented Silgan Holdings Inc. in a $90 million secondary public offering by The Morgan Stanley Leveraged Equity Fund II, LP as selling stockholder;
  • Represented a private equity fund in the preferred stock investment in a publicly traded telecommunications company (PIPE transaction) and in the subsequent resale shelf registration statement on Form S-3;
  • Represented underwriters in a $270 million follow-on public offering by genomic information company;
  • Represented a corporate venture capital investor in a convertible preferred stock investment;
  • Represented a provider of decision support, risk analysis, and portfolio rebalancing tools for the financial services industry in recapitalization and convertible preferred stock issuance to venture capital funds;
  • Represented a placement agent in a private placement by a medical device company;
  • Represented a Dutch multinational distribution company in a $350 million private equity investment by affiliates of leading private equity funds; and
  • Represented an office products supplier in its initial public offering of common stock.