Laraine S. Rothenberg

Laraine S. Rothenberg

  • Of Counsel
  • Executive Compensation & ERISA
  • New York
  • T:   +1.212.859.8745
  • F:   +1.212.859.4000
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  • Counsel to Merck & Co., Inc. in connection with the US$4b sale of its 50% interest in Merial Limited to sanofi-aventis.

  • Counsel to Merck & Co., Inc. in connection with its US$41b merger with Schering-Plough Corporation.

  • Counsel to Goldman Sachs Mezzanine Partners, LP in connection with its purchase of US$500m in senior notes issued by Trinity Acquisition Limited, a subsidiary of Willis Group Holdings Ltd.

  • Counsel to Aleris International Inc. in connection with its chapter 11 restructuring.

  • Counsel to Merck & Co., Inc. in connection with its agreement to acquire Insmed Inc.'s portfolio of follow-on biologics platform candidates, and its Boulder, CO manufacturing plant for US$130m.

  • Counsel to Abraxis BioScience, Inc. in connection with its spin-off of Abraxis Health Inc.

  • Counsel to Labcoat Limited in connection with its sale to Boston Scientific Corporation.

  • Counsel to joint lead arrangers and initial lenders in connection with the fully underwritten US$2.65b senior secured bank financing for Invitrogen Corporation's US$6.7b acquisition of Applera Corporation's Applied Biosystems Group.

  • Counsel to underwriters led by JP Morgan Securities Inc. and Banc of America Securities LLC in connection with Estée Lauder Companies, Inc.'s US$300m public offering of senior notes.

  • Counsel to International Rectifier Corporation in connection with a proxy fight and unsolicited tender offer by Vishay Intertechnology, Inc.

  • Counsel to Goldman Sachs Mezzanine Partners, LP in connection with a recapitalization transaction of Yankees Entertainment and Sports Network LLC ("YES").

  • Counsel to Goldman Sachs Mezzanine Partners, LP in connection with its agreement with MoneyGram International, Inc. to provide US$500m in debt financing.

  • Counsel to Goldman Sachs Capital Partners, LP in connection with its US765m equity investment in MoneyGram International, Inc.

  • Counsel to Aleris International Inc. in connection with the US$295m sale of US Zinc to affiliates of Votorantim Metais Ltd.

  • Counsel to Aquila, Inc. in its acquisition by Great Plains Energy Inc. and Black Hills Corp. for US$1.7b.

  • Counsel to Republic Services, Inc. in connection with services to the Compensation Committee.

  • Counsel to eFunds in connection with its US$1.8b sale to Fidelity National Information Services, Inc.

  • Counsel to Merck & Co., Inc. in connection with its agreement to acquire NovaCardia, Inc.

  • Counsel to Delta and Pine Land Company in connection with its US$1.5b sale to Monsanto Company.

  • Counsel to Goldman, Sachs & Co. in connection with the US$20b formation of Goldman Sachs Mezzanine Partners V, which provides "private high-yield" capital for mid- to large-sized LBO transactions, recapitalizations, expansion financings, acquisitions and restructurings.

  • Counsel to Goldman Sachs Mezzanine Parnters, LP in connection with GSMP's US$1b investment in senior PIK notes of New Omaha Holdings Corporation, an intermediate holding company of First Data Corporation, and GSMP's US$250m equity co-investment in New Omaha Holdings, L.P.

  • Counsel to Goldman Sachs Mezzanine Partners, LP in connection with its US$600m investment in senior subordinated notes of Ulixes Acquisition BV, and intermediate holding company of Univar NV, and senior subordinated notes of Univar Inc., a subsidiary of Univar NV.

  • Counsel to WPP Group plc in connection with its acquisition of 24/7 Real Media for US$649m.

  • Counsel to Simon Property Group, Inc., together with funds controlled by Farallon Capital Management, LLC, in connection with the acquisition of the Mills Corporation for US$1.64b.

  • Counsel to Merck & Co., Inc. in connection with its US$400m acquisition of GlycoFi, Inc.

  • Counsel to Aleris International, Inc. in connection with its US$3.3b sale to Texas Pacific Group.

  • Counsel to The Goldman Sachs Group, Inc. in connection with the US$5.2b formation of Goldman Sachs Mezzanine Partners 2006, LP.

  • Counsel to WPP Group plc in connection with its US$1.52b acquisition of Grey Global Group, Inc.

  • Counsel to Wm. Wrigley Jr. Co. in connection with its US$12.5b proposed acquisition of Hershey Foods Co.

  • Counsel to UtiliCorp United Inc. in connection with its exchange offer for the remaining 20% of the common shares of Aquila, Inc. that it did not own.

  • Counsel to Chevron Corp. in connection with its US$42b acquisition of Texaco Inc.

  • Counsel to Bestfoods Inc. in connection with the US$24b unsolicited offer and acquisition by Unilever plc.

  • Counsel to WPP Group plc in connection with its acquisition of Young & Rubicam Inc. for US$4.7b in stock.

  • Counsel to Arthur Levitt, advisor to American International Group, Inc. on corporate governance.

  • Counsel to Goldman, Sachs & Co. and Starwood Capital Group in connection with their US$1b acquisition of National Golf Properties, a publicly traded real estate investment trust, and American Golf Corporation.

  • Counsel to WPP Group plc in connection with its successful bids for both Ogilvy Group and J. Walter Thompson.

Practices & Industries

Education

Columbia Law School, JD – 1971
University of Pennsylvania, BA – 1967
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