Adel Aslani-Far is a partner in the New York office and former Global Co-Chair of the firm’s Mergers & Acquisitions Practice.
Mr. Aslani-Far’s practice focuses on mergers and acquisitions, corporate governance and shareholder activism, and takeover defense. He represents large multinational corporations in negotiated and hostile public M&A transactions and a broad range of private acquisitions and joint ventures around the world. He regularly counsels boards and senior management on shareholder activism and takeover defense planning and implementation and has substantial experience advising special committees of boards of directors in conflict of interest transactions.
Mr. Aslani-Far is a frequent speaker on issues and trends in the M&A market including at the annual Tulane Corporate Law Institute. He currently serves on the Committee on Mergers, Acquisitions and Corporate Control Contests of the Association of the Bar of the City of New York.
Mergers & Acquisitions
Mr. Aslani-Far's representative M&A transactions include advising:
- Energy Capital Partners in its acquisition of Calpine Corporation
- The Special Committee of the Board of Directors of Athene Holding Ltd. in connection with Athene’s reinsurance of US$19 billion of fixed and fixed index annuities of Voya Financial
- Ares Capital in connection with its reverse merger of American Capital, a private equity firm focused on employee and management buyouts
- Scripps Networks Interactive in the acquisition of TVN SA, Poland’s premiere media company
- Sorin S.p.A. in its cross-border merger with Cyberonics
- Siemens AG in the acquisitions of:
- Dresser-Rand Group
- Mentor Graphics Corp.
- Safeway Inc. in its acquisition by a consortium led by Cerberus Capital Management and Albertsons
- The Walt Disney Company in numerous transactions including:
- Acquisition of Maker Studios
- Acquisition of Playdom Inc.
- Acquisition of Fox Family Worldwidereverse Morris Trust tax-free divestiture of its ABC Radio business
- Creation of, and ultimate exit from, the E! Channel Entertainment joint venture with Comcast Corporation
- Books-a-Million in the take-private transaction by the Anderson family
- Royal DSM N.V. in numerous transactions, including:
- A joint venture with JLL Partners to form DPx Holdings B.V., a global leader in pharmaceutical contract development/manufacturing
- Multiple equity investments in Amyris
- Eli Lilly and Company in numerous transactions, including:
- Acquisition of ImClone Systems
- Acquisition of ICOS Corp.
- Acquisition of Johnson & Johnson’s animal health business
- Acquisition of Alnara Pharmaceuticals
- Acquisition of a portfolio of animal health products from Pfizer and Wyeth
- Acquisition of Monsanto Company’s animal health business
- Equity investment in United Therapeutics Corp.
- Qatar Investment Authority in its strategic alliance with NYSE Euronext for an integrated cash and derivatives exchange in Qatar
- Booz Allen Hamilton in the sale of a majority interest in its US Government Business to Carlyle Group
- Asian Food Channel, an Asia-based provider of food and lifestyle television programming, in its sale to Scripps Networks Interactive
- GTCR in its acquisition of Protection One, Inc.
- Thoratec Corporation in the proposed sale of its International Technidyne subsidiary to Danaher Corporation
- Ratos AB of Sweden in the sale of two US operating subsidiaries to 3D Systems Corporation
- GSO Capital Partners in its acquisition of Energy Alloys
- Rakuten Inc. in numerous transactions, including:
- Acquisition of Deep Forest Media
- Acquisition of Viki Inc.
- Equity investment in Daily Grommet
- Sony Corporation in numerous transactions, including:
- Acquisition of InterTrust Technologies Corporation
- Consortium acquisition (with Providence Equity, Comcast Corporation, and others) of Metro-Goldwyn-Mayer
- Novartis AG in numerous transactions, including:
- Acquisition of 51% of Idenix Pharmaceuticals
- Acquisition of worldwide rights to Famvir® from GlaxoSmithKline plc
- Zimmer Holdings in the unsolicited cross-border acquisitions of Centerpulse AG and Incentive Capital AG
- Major investment banking firms acting as financial advisors in numerous transactions
Mr. Aslani-Far has counseled numerous public company clients on activism preparedness and responses to publicly disclosed campaigns and private approaches by many of the most prominent activist funds, including Bulldog Investors, Elliott Management, Engaged Capital, GAMCO Investors, Icahn Associates, JANA Partners, Northern Right Capital, Raging Capital, Starboard Value, Steel Partners, and Voce Capital. He has substantial experience in defending against proxy contests and in negotiating settlements with activists.