B. Jeffery Bell
Jeff Bell is a business attorney in Holland & Knight's New York office and a member of the Corporate, M&A and Securities Practice Group. Mr. Bell handles a wide variety of mergers and acquisitions (M&A), corporate finance and securities matters.
Mr. Bell's practice focuses on representing public and private acquirers and target companies in domestic and cross-border leveraged and strategic acquisitions, financings and other investments. He represents underwriters of representations and warranties (R&W) insurance policies in connection with M&A transactions. He also has significant experience advising clients in connection with contested transactions, securities law and exchange rule compliance, and corporate governance matters.
In addition to financial institutions, Mr. Bell counsels clients in a range of industries, with particular emphasis in the technology, healthcare and life sciences, energy, real estate and consumer product sectors.
Prior to joining Holland & Knight, Mr. Bell was an attorney at another international law firm's New York office. He has also practiced law in Tokyo.
- Represented Renesas Electronics in its $6.7 billion acquisition of Integrated Device Technology Inc.
- Represented Fujifilm in its $6.1 billion agreement to acquire a controlling interest in Xerox, followed by the parties' $2.3 billion transaction involving the acquisition by Fujifilm of Xerox's 25 percent interest in the Fuji Xerox joint venture, the settlement of claims and the amendment of their commercial relationship
- Represented Daiwa Securities in its acquisition of Sagent Advisors and Signal Hill Holdings LLC
- Represented Renesas Electronics in its $3.2 billion acquisition of Intersil
- Represented GLP Pte. Ltd. in its $4.5 billion acquisition of Industrial Income Trust and related reorganization, financing and equity syndication
- Represented Fujifilm in its acquisition of Cellular Dynamics International via tender offer
- Represented Kajima Corp. in its $1.1 billion sale of Industrial Developments International to Brookfield Property Partners
- Represented Softbank in its negotiations with Alibaba and Yahoo relating to the disposition of Yahoo's interests in Alibaba and Yahoo Japan
- Represented Intel in its acquisitions of Fulcrum Microsystems, Switch++ and ConnectSoft
- Represented IC Power in its acquisitions of various energy generation and distribution assets throughout Latin America
- Represented Coca-Cola Enterprises (CCE) in its $12.3 billion business separation and split-off, the acquisition of CCE's North American bottling operations by The Coca-Cola Company (TCCC) and the $822 million acquisition by CCE of TCCC's Scandinavian bottling operations
- Represented Validus Re in its $1.7 billion hostile acquisition of IPC Holdings, involving proxy solicitations to reject the target's favored transaction and to compel a contested scheme of arrangement under Bermuda law, and a concurrent exchange offer for the target's shares
- Represented the special committee of WebMD in the company's $1.7 billion merger with its corporate parent HLTH
- Represented Eyak Technology in its unsolicited offer to acquire its 37 percent member GTSI Corp.
- Represented Toshiba in its $2.3 billion smart grid acquisition of Landis+Gyr
- Represented DaVita in its $4.4 billion acquisition of HealthCare Partners, which included a mixed consideration package with a stock election mechanism
- Represented Azur Pharma in acquiring or licensing certain drugs and other businesses from Avanir and UCB
- Represented Forbes Media in its acquisitions of Investopedia, RealClearPolitics and Clipmarks and True/Slant, its divestitures of Investopedia and American Heritage, its investments in FlipGloss and Techonomy and its joint venture arrangements with Elevation Partners
- Represented Icon plc in its acquisitions of Healthcare Discoveries and Prevalere Life Sciences
- Represented A&P in its $1.3 billion acquisition of Pathmark Stores
- Represented TRW in connection with the divestiture of its automotive business to Blackstone
- Represented Exodus Communications in its acquisition by Cable & Wireless
- Represented Greenlight Technologies in its sale to Vertica Capital Partners
- Represented Fidelio Capital in its serial acquisition and roll-up of BioMedtrix and Veterinary Orthopedic Implants
- Represented Blackstone as preferred equity holder and first loss protection provider on up to $1.5 billion of crude oil and refined products under a supply and offtake agreement and related flash-title secured prepay transactions
- Represented KKR in the co-investment by certain of its LPs in the $26 billion acquisition of First Data Corp.
- Represented Centerplate in its acquisition by Kohlberg & Co., involving the separation of the company's Amman Stock Exchange (ASE)- and Toronto Stock Exchange (TSE)-listed Income Deposit Securities, which consisted of one share of common stock and one subordinated note
- Represented KRG Capital in its acquisitions of F.A. Richard & Associates and Vantage Health
- Represented Saba Software in its acquisition by Vector Capital
- Represented the special committee of Covad Communications in the company's $470 million acquisition by Platinum Equity
- Represented Saratoga Partners in its sale of Data Return to Terremark Worldwide
- Represented Cerberus Capital Management in leading a consortium in the $17.4 billion acquisition of Albertsons supermarkets and in its acquisition of North American Bus Industries
- Represented Castle Harlan in its $455 million acquisition of Baker & Taylor
- Represented an ad hoc noteholder committee in the acquisition of control of the reorganized debtor Southeastern Grocers Inc.
- Represented Real Alloy in its U.S. Bankruptcy Code Section 363 asset sale
- Represented Sungevity Inc. in its U.S. Bankruptcy Code Section 363 asset sale to LSHC Solar Holdings LLC
- Represented Maxus Energy Corp. as debtor in its Chapter 11 case
- Represented Technicolor in its bid for the assets of Digital Domain in the latter's U.S. Bankruptcy Code Section 363 asset sale
- Represented Orleans Homebuilders in its $170 million U.S. Bankruptcy Code Section 363 asset sale agreement with NVR
- Represented ICO Global Communications in the restructuring and transition services arrangements relating to its commercial satellite operations
- Represented JPMorgan in its commitment to act as backstop purchaser in the $750 million bankruptcy rights offering by Northwest Airlines
- Represented Healios KK in connection with its strategic investments in Nasdaq-listed Athersys
- Represented GSO Capital in providing the financing for the simultaneous acquisitions by Somad Holdings Pty. Ltd. of Apache Industrial Services and Skyway Canada
- Represented Frazer-Nash Research (FNR) in its investments in Lithium Technology Corp. (LTC), consisting of a credit facility and a series of stock, note and warrant purchases, and in FNR's joint venture with LTC
- Represented Online Resources Corp. in its proxy fight with fund shareholder Tennenbaum Capital Partners
- Represented Amarin Corp. in its bridge loan, Regulation D/Regulation S equity offering and subsequent registration and reporting matters
- Represented CS Capital Advisors (CSCA) as placement agent in the registered direct placement by Monmouth Real Estate Investment Corp.
- Represented DLJ Investment Partners as majority lender under the $200 million mezzanine credit agreement of Wastequip Inc., including amendments to permit purchases by the borrower of loans under the senior facility, the issuance of additional payment in kind (PIK) interest amounts and an equity cure right
- Represented Tullis Health Investors in its private investment in public equity (PIPE) investment in preferred stock and warrants of Interpharm
- Represented Highbridge Capital in its PIPE investment in convertible notes and warrants of American United Global
- Represented Blackacre in connection with the modification and sale of a portfolio of loans to the 270 Greenwich Street development project
- Represented Sumitomo Mitsui Financial Group in connection with its $1.3 billion issuance of convertible preferred stock to Goldman Sachs
- Represented issuers, including Axtel S.A.B. de C.V., Energy Partners Ltd. and Swift & Co., in various high yield financings and related debt and equity tender offers
- Represented Citi, UBS and Royal Bank of Scotland (RBS) in connection with bank/bridge loan commitments for numerous leveraged finance transactions
- Represented lenders under the Islamic Murabaha revolving working capital facility in connection with Arcapita's acquisition of TLC Healthcare
- Represented numerous underwriters in connection with the issuance of hundreds of Representation and Warranty Insurance policies
- Represented Ducera as financial advisor to Monsanto in its $66 billion sale to Bayer
- Represented the financial advisor to the special committee of Google in connection with the company's dividend recapitalization to create a third class of (publicly traded, non-voting) common stock
- Represented BMO as financial advisor to CNOOC in its $15.1 billion acquisition of New York Stock Exchange (NYSE)- and Toronto Stock Exchange (TSE)-listed Nexen Inc.
- Represented SB Capital in the establishment of Scargo Hill Investors, a new investment fund with Arena Investors, and its manager Scargo Hill Capital, a joint venture with 360 Merchant Solutions
- Represented Morgan Stanley in its 50 billion Japanese yen (JPY) joint acquisition with Starwood of the Tokyo Westin hotel
- Represented Mitsubishi Corp. in its joint venture with Shin-Etsu Chemical to acquire the PVC business of Lamson Pipe
- Represented Morgan Stanley, UBS and Deutsche Bank in their establishment of joint investment funds with other financial institutions to pursue the acquisition of loan portfolios
- Represented financial advisors, including Qatalyst Partners, Evercore, Houlihan Lokey, Centerview Partners and Duff & Phelps, in connection with numerous fairness and solvency opinions
- Represented Various issuers in connection with governance, registration and reporting, exchange listing and ADR matters
- Harvard Law School, J.D.
- Dartmouth College, A.B.
- New York
- IFLR1000, The Guide to the World's Leading Financial Law Firms, Notable Practitioner, Private Equity and M&A, 2019, 2020