Professional Experience
Leander C Gray has substantial experience in the mergers and acquisitions field. He has represented acquirors, sellers and targets in a significant number of mergers, acquisitions, leveraged buyouts, joint ventures and anti-takeover planning. He has been directly involved in all phases of these transactions, including initial planning, structuring, negotiation, implementation and advice.
Mr. Gray also counsels clients on a broad range of corporate, securities and business-related matters, including directors duties and responsibilities and other aspects of corporate governance, disclosure issues and corporate compliance.
Among the industries in which Mr. Gray has had substantial transactional experience are automotive, manufacturing, oil and gas.
Mr. Gray began his career in the New York office of Skadden, Arps, Slate, Meagher & Flom LLP where he represented clients in a variety of high profile mergers and acquisitions.
Mr. Gray is also a founding partner of Gray Haile LLP, a minority-owned boutique law firm that focuses on mergers, acquisitions, divestitures, leveraged buyouts, joint ventures, corporate financing transactions, private security placements and venture capital. Day Pitney has entered into a strategic alliance with Gray Haile.
Representative Matters
· ArvinMeritor, Inc. in its $170 million sale of Roll Coater, Inc., a wholly-owned subsidiary of ArvinMeritor, to Willis Stein & Partners Management III, L.P.
· ArvinMeritor, Inc. in connection with the auction of its Light Vehicle Aftermarket Business
· ArvinMeritor, Inc. in its $14 million divestiture of its axle manufacturing plant in Kenton, Ohio to Sypris Technologies, Inc. and concomitant long-term supply agreements valued at over $500 million
· Motiva Enterprises LLC (joint venture between Shell Oil Company and Saudi Aramco) in connection with the proposed joint venture with another leading oil and gas company involving petroleum products terminals and long-term supply agreements (with an aggregate transaction value of over $200 million)
· Motiva Enterprises LLC in connection with the following asset divestitures and acquisitions: $19 million sale of Motivas Port Everglades petroleum products terminal in Ft. Lauderdale, Florida; $7.3 million sale of Motivas petroleum products terminal in South Portland, Maine; $4.6 million sale of Motivas petroleum products terminal in Roanoke, Virginia; the proposed acquisition of a petroleum products (terminal with an aggregate transaction value of approximately $15 million)
· IBM Corporation in connection with its $3.9 billion acquisition of PwC's Consulting Business (Selected by IDD as the Technology Deal of the Year (2002)
· CITIC Pacific Ltd. in connection with its attempted purchase of PSINet, Inc.'s telecommunications assets located in Europe and Asia
· Provided advice to a leading health-care benefits and insurance provider regarding takeover preparedness, corporate governance matters, and the implementation of a stockholders rights plan
· NorthStar Capital Investment Corp. in the establishment of a $30 million share repurchase program
· Vlasic Foods International, Inc., in connection with the sale of its U.S. and Canadian food businesses pursuant to the company's Chapter 11 bankruptcy reorganization to an affiliate of the leveraged buyout firm Hicks, Muse, Tate & Furst, Inc.
· U.S. Equity Partners, L.P., a unit of Wasserstein Parella & Co., in its $172 million purchase of ZD Education, a division of ZD Inc. (f/k/a Ziff-Davis, Inc.)
· Thomas H. Lee Company in the $1.9 billion recapitalization of Big Flower pursuant to which BFH Merger Corp., an affiliate of Thomas H. Lee Company and Evercore Capital Partners LP, was merged with and into Big Flower
· Bell Atlantic in connection with its $55 billion merger with GTE to create
· MovieFone in connection with its acquisition by AOL
News, Publications & Presentations
· Co-author, "SEC Admonishes Pension Funds to Implement Compliance Programs," Day Pitney Alert, March 26, 2008
· "Gray Haile LLP and Day Pitney LLP Form Strategic Alliance," Day Pitney Press Release, April 23, 2007