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Monday, March 4, 2013
Chartwell Law Acquires Nine-Lawyer Miami Maritime Firm
Sunday, March 3, 2013
Media Decoder Blog: Bertelsmann Acquires Full Control of BMG Music Company
Carlos Alvarez/Getty Images Will.i.am of the Black Eyed Peas is among the artists in BMG’s million-song music catalog.8:41 p.m. | Updated
Bertelsmann, the 178-year-old German media giant that has been trying to remake itself for the digital age, announced on Friday that it would take control of BMG Rights Management, the music company it restarted in 2008, in a deal that values BMG at $1.4 billion.
Bertelsmann said it would buy the 51 percent of BMG that it did not own from its partner in the venture, Kohlberg Kravis Roberts. The companies did not disclose financial terms, but a person with direct knowledge of the deal, who spoke on the condition of anonymity, said the purchase price was $700 million to $800 million, including the assumption of debt.
The deal signals a full return to the music business for Bertelsmann, whose other media properties include Random House and the magazine publisher Gruner & Jahr. After building the first incarnation of BMG, which stood for Bertelsmann Music Group, into a global powerhouse in the 1980s and ’90s, Bertelsmann sold most of its music holdings through a series of deals with Sony and Universal in the mid-2000s.
“We are bringing the music home to our group,” Thomas Rabe, Bertelsmann’s chairman and chief executive, said in a statement.
BMG was revived in 2008, and the next year, K.K.R. made the first of its $270 million of investments in the company. BMG has made a string of acquisitions in music publishing, the side of the business that deals with copyrights for songwriting, and built a catalog of more than one million songs by artists like Johnny Cash, Carly Simon and Frank Ocean and Will.i.am of the Black Eyed Peas.
“We saw that music was going to make a comeback,” Philipp Freise, a K.K.R. partner who directs its European media business, said in an interview. “Everybody said music was going to die, but we said music will not die — it will grow.”
K.K.R.’s exit after four years was not unusual for it as an investor. But some analysts said they believed that the sale could have been precipitated by BMG’s losing out on some of the biggest music auctions of the last couple of years, including Warner Music, EMI and, most recently, the Parlophone Label Group, a part of EMI that it divested itself of. (BMG has also bought some recorded music assets.)
Stressing efficient administration and the licensing opportunities of a largely digital business, BMG has been a bright spot for Bertelsmann. Mr. Rabe has said that he expects BMG’s annual revenue to grow to more than $640 million in the next four to five years, up from about $390 million in 2012.
Bertelsmann is also in the process of merging its Random House publishing unit with Penguin, a division of Pearson, creating the world’s largest book publisher. And in January, Bertelsmann said it wanted to sell part of its stake in the broadcasting subsidiary RTL to help finance more digital expansion.
“Like any traditional media company, they need to find a digital story for the future,” said Alice Enders, a media analyst at the research firm Enders Analysis in London. “In music, once you scrap out the cost of physically producing and distributing content, what you have is a pure copyright exploitation model. That’s what BMG Rights Management is all about.”
Hartwig Masuch, BMG’s chief executive, said in an interview that with Bertelsmann as its sole owner, the company could be “more aggressive moving forward” in developing its business, particularly with more recorded music rights.
“What we initially envisioned for BMG was an integrated rights company based on nontraditional models,” he said. “The old world was about complex distribution structures. Now you can license multiple users and distributors. The key is not infrastructure but how good are you at monetizing and accounting for those rights.”
Friday, January 4, 2013
DealBook: Investigative Firm Started by Krolls Acquires Private Watchdog
K2 Intelligence, the investigative business started by Jules B. Kroll and Jeremy Kroll, has acquired the corporate intelligence firm Thacher Associates, a deal highlighting the growing and lucrative business of internal investigations and corporate monitoring.
Thacher, which is based in New York, is a leading player in the niche business of overseeing large-scale real estate development projects on behalf of governments and developers to ferret out corruption in the construction process.
The deal, which is expected to be announced on Thursday, underscores the prevalence of private watchdogs not only in the building industry but across corporate America. Both government regulators and large companies are increasingly looking to independent overseers to monitor businesses for possible wrongdoing.
With stepped-up prosecution of financial laws and enhanced government regulation, companies are increasingly using investigative firms like FTI Consulting and Navigant Consulting to supplement their own in-house compliance and legal programs. In a sign of the business’s appeal, the law firm Pepper Hamilton last year acquired the investigative group run by Louis J. Freeh, the former director of the Federal Bureau of Investigation.
“We look at the heightened regulations that companies face every day, and see the increased need for independent experts to assure regulators and law enforcement that their requirements will be fulfilled,” said Jeremy Kroll, the chief executive of K2.
Recent examples highlight how the government’s increased oversight — especially in financial services — has resulted in the need for corporate baby sitters. The London-based banking giant Standard Chartered recently agreed to a demand by New York officials that it hire an outside monitor to ensure compliance with anti-money laundering laws in the United States. And the Justice Department forced another big bank, HSBC, as part of a deferred prosecution agreement relating to various financial crimes, to hire a corporate monitor for a five-year period.
Kroll is a big name in the global investigations industry. In the 1970s, Jules Kroll helped pioneer the business of helping corporations improve their operations by uncovering fraud and other forms of corruption in their business. Mr. Kroll increased its business rapidly, embarking on a series of acquisitions and diversifying into areas like litigation support and data recovery. In 2004, Marsh & McLennan purchased Kroll in an all-cash deal worth $1.9 billion. (Marsh sold Kroll in 2010 to the global security firm Altegrity.)
Mr. Kroll and his son, Jeremy, left Kroll in 2008 and the following year started K2, which now employs about 120 people.
K2’s acquisition of Thacher — the terms of which are not being disclosed — is the first of a number of acquisition that the firm hopes to make in the near future, Jeremy Kroll said. He acknowledged that in some ways, K2’s planned expansion mirrors the growth strategy executed by Kroll.
In acquiring Thacher, K2 adds a profitable niche of “construction integrity monitoring,” or providing oversight to big real estate development projects. High-profile assignments handled by Thacher include the World Trade Center site cleanup, the building of the new Yankee Stadium, and the construction of the new Bank of America office tower in Midtown Manhattan.
Thomas D. Thacher 2d, the firm’s chief executive, said that the combination with K2 would provide a platform to expand the business to new geographies. Mr. Thacher’s business developed in the 1990s when then-Gov. Mario Cuomo sought to root out graft in New York construction projects. A former assistant district attorney in Manhattan, Mr. Thacher served as inspector general of the New York City School Construction Authority before starting his firm.
“We’ve reached a point where we get calls from all over to work on projects, and we don’t really have the infrastructure to support that,” said Mr. Thacher, who is known as Toby. “By joining forces with K2, we make our services both nationally and internationally.”
The thinking behind the deal is that what has primarily been a New York-area business has the potential to grow, especially at a time when rebuilding of the nation’s infrastructure — its bridges, roads and tunnels — has become a focus, as has updating the electricity grid.
“There is a high likelihood of fraud, waste and abuse at large-scale construction projects not just in the tri-state area, but all across the country,” Jeremy Kroll said.
Wednesday, October 17, 2012
HopgoodGanim Acquires Perth Boutique
Brisbane-based law firm HopgoodGanim has acquired Perth's eight-lawyer Q Legal.
Effective November, Q Legal head Kevin Dundo will become a partner at HopgoodGanim, as will current Q Legal partners Nino Odorisio and Robyn Ferguson. According to Q Legal's website, the firm also has five solicitors working in its office.
HopgoodGanim managing partner Bruce Humphrys will continue to lead the combined firm. Perth will be the firm's second office.
The combined firm, which will have 124 lawyers in total, will advise on a wide range of practice areas including mergers and acquisitions, construction and infrastructure, banking and finance, litigation, tax and property.