Ian P. Morganelli

On May 4, funds affiliated with Willkie client Irenic Capital Management, LP together with funds affiliated with Apollo Global Management, Inc. entered into definitive agreements to acquire Arconic Corporation (NYSE: ARNC), a leading global provider of aluminum rolled products to the aerospace and ground transportation industries. Under the terms of the agreement, Apollo and Irenic will acquire all outstanding shares in an all-cash transaction that values Arconic at an enterprise value of approximately $5.2 billion. The transaction is expected to close in the second half of 2023. Upon completion of the transaction, Arconic will become a privately held company. Irenic Capital Management, LP is an investment management firm founded by Adam Katz and Andy Dodge that invests across the capital structure in unique, special situation opportunities. Irenic believes companies should be run with an “owner’s mindset” in which management teams and directors are focused on creating long-term, sustainable value. Irenic works with companies to ensure that operating activities, capital deployment, and management incentives are all aligned to produce durable results for the company’s owners. The Willkie team was led by partners Maurice Lefkort and Hugh McLaughlin and associate Ian Morganelli, and included counsel Agathe Richard and law clerk Jack Clarke.

May 4

1 min

Willkie recently advised Jama Software and its controlling shareholder, Insight Partners, in the proposed sale of Jama Software to Francisco Partners for $1.2 billion. On March 18, it was announced that Jama Software, a requirements management and traceability solution software provider, entered into a definitive agreement to be acquired by Francisco Partners from shareholders including Insight Partners and Madrona Ventures for $1.2 billion. Jama Software CEO Marc Osofsky will personally reinvest and continue to lead the company. Willkie previously advised Insight on its $200 million growth equity investment in Jama Software in 2018. Insight Partners is a global software investor partnering with high-growth technology, software, and Internet startup and ScaleUp companies. Francisco Partners is a leading global investment firm that specializes in partnering with technology and technology-enabled businesses. The Willkie team was led by partners Morgan Elwyn, Danielle Scalzo and Erin Kinney and included associates Ian Morganelli and Kevin Ahmed.

Mar 20

1 min

Willkie is advising NXMH on the sale of its portfolio company Whitebridge Pet Brands’ North American premium cat feeding and pet treating business to General Mills, Inc. (NYSE: GIS) in a transaction valued at $1.45 billion. On November 14, General Mills announced that it entered into a definitive agreement to acquire Whitebridge Pet Brands’ North American premium cat feeding and pet treating business, which includes the Tiki Pets and Cloud Star portfolio of brands, from NXMH. As part of the transaction, General Mills will assume operations of two manufacturing facilities in Joplin, Missouri. NXMH will retain Whitebridge Pet Brands’ European business and brands. The transaction is anticipated to close in the third quarter of fiscal 2025, subject to customary closing conditions. Willkie previously advised NXMH on its acquisition of Whitebridge Pet Brands, a leading natural pet food and treats manufacturer, in 2021. NXMH is a pan-European investment firm with €3 billion of assets under management. The Willkie team is led by corporate partners Adam Turteltaub and Morgan McDevitt and associates Ian Morganelli and Kevin Ahmed, with partner Matthew Makover and associates Dhananjay Adusumilli and Alex Li advising on intellectual property matters.

Nov 14

1 min

On December 12, Liberty Media Corporation announced that it had entered into an agreement with Sirius XM Holdings, Inc. to split-off Liberty’s SiriusXM business in a transaction that will result in SiriusXM, the leading audio entertainment company in North America, operating as an independent public company under the ticker symbol “SIRI” on the Nasdaq Global Select Market. Willkie represented Solomon Partners, who served as financial advisor to the Special Committee of Sirius XM Holdings, Inc. in connection with the transaction. The redemptive split-off will eliminate SiriusXM’s current tracking stock structure, with the holders of Liberty’s SiriusXM tracking stock (NASDAQ: LSXMA, LSXMB and LSXMK) receiving shares of the new SiriusXM on a 1-for-1 basis. The transaction is expected to be completed in the third quarter of 2024, subject to satisfaction of closing conditions. The Willkie team was led by partners Steven Seidman and Sean Ewen, and included associate Ian Morganelli.

Dec 12

1 min

Willkie is representing three separate investors, including J. Cole and Damian Mills, as part of a buyer group, in the acquisition of a majority stake in the NBA’s Charlotte Hornets from Michael Jordan. Hornets Sports & Entertainment announced on June 16 that Chairman Michael Jordan reached an agreement to sell his majority stake in the Charlotte Hornets to a buyer group that is led by Gabe Plotkin and Rick Schnall and comprises numerous investors, including Willkie clients J. Cole, Damian Mills and another minority investor. In addition to the ownership of the Charlotte Hornets, the transaction includes the Greensboro Swarm (NBA G League) and the Hornets Venom GT (NBA 2K League), as well as the management and operation of the Hornet’s home arena, the Spectrum Center. The Willkie team representing J. Cole and Damian Mills was led by partner Jared Bartie and included counsel Emerson Girardeau and associates Christian Truman and Ryan McNamara. The Willkie team representing another minority investor was led by partner Robert Stebbins and included associate Ian Morganelli.

Jun 21

1 min