The American Lawyer - February 2008

BIG
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Citigroup

Abu Dhabi Investment Authority can only hope that its recent banking acquisition turns out as well as that of another Middle Eastern buyer. ADIA, the investment agency of the Persian Gulf emirate of Abu Dhabi, announced November 26 that it had paid $7.5 billion for a 4. 9 percent stake in Citigroup Inc. The investment recalls Saudi prince Alwaleed bin Talal bin Abdulaziz al-Saud’s 1991 purchase of a 15 percent stake in Citigroup for $590 million, which turned into a stunningly successful investment.

Two other large banks followed Citi’s lead. UBS AG said December 10 that it would sell a 9 percent stake to the Government of Singapore Investment Corporation Pte Ltd. for about $9.7 billion, and another 1.6 percent to an unnamed Middle Eastern investor for $1.8 billion. And Morgan Stanley announced December 19 that it would sell a 9. 9 percent stake to China Investment Corporation Ltd., another government-run investment agency, for $5 billion.

Three weeks before ADIA announced its investment in Citigroup, the company fired CEO Charles Prince III amid worries about its widening expo-

sure in the subprime loan crisis. The Federal Reserve Board has cleared the deal.

FOR INVESTOR ABU DHABI INVESTMENT AUTHORITY (ABU DHABI, UNITED ARAB EMIRATES) IN-HOUSE: Simon Copleston. SHEARMAN & STERLING: Capital markets: Robert Evans III and associates Paul Beck, Marni Brot, Carl McCarthy, and Rodrick Shepard. M&A: Stephen Besen and associates Christopher Han, Scott Hirst, Andrew Noreuil, and Ivan Rubinstein. Asset management: Bradley Sabel and special associate Christian Gloger. Tax: Frank Strong and counsel Craig Gibian and Sanjeev Magoon. Project development and finance: Philip Dundas, Jr., and Ben Shorten. (All are in New York except for the tax lawyers, who are in Washington, D.C.; and Dundas and Shorten, who are in Abu Dhabi.) Shearman has worked with both Citi and Abu Dhabi previously. A different team of lawyers from the firm represented Citi in its December acquisition of New York private equity fund Metalmark Capital LLC.

FOR ISSUER CITIGROUP INC. (NE W YORK)

IN-HOUSE: General counsel Michael Helfer, deputy general counsel Andrew Felner, senior counsel–corporate M&A legal group Joseph Tedeschi, head of legal–investment banking and capital markets origination Adam Meschel, general counsel–finance Michael Zuckert, and senior attorney Michael Tarpley. SULLIVAN & CROMWELL: M&A: H. Rodgin Cohen, Mitchell Eitel, and associates Zvi Altman, Sagi Goldberg, and Remi Lalonde. Corporate finance: Robert Downes and Mark Welshimer. Tax: David Hariton. Structured finance: special counsel Richard Kahn. CLEARY GOTTLIEB STEEN & HAMILTON: Capital markets: Alan Beller, Jeffrey Karpf, senior attorney Elizabeth Chang, and associate Kevin Burke. M&A: Neil Whoriskey. Financial institutions: Kenneth Bachman, Jr., counsel Scott Benedict, and associate Desmond Eppel. Tax: Erika Nijenhuis and associate Sarah Berman. (All are in New York, except for Burke and the financial institutions lawyers, who are in Washington, D.C.) Whoriskey represented Citibank in 2007 in its $1.4 billion acquisition of The Bisys Group, Inc., and the simultaneous sale of

Bisys’s insurance and retirement business to J.C. Flowers & Co. LLC. —D M

IPO

A choppy stock market dampened investor response to the November 15 initial public offering of Och-Ziff Capital Management Group LLC. After opening at $32.75 per share, the New York–based hedge and private equity fund manager dropped to $30.65 by the end of the offering day, which also saw declines on both Nasdaq and the Dow Jones Industrial Average.

The IPO left Och-Ziff with a market capitalization of $10.6 billion. Combined with the October sale of a 9. 9 percent stake to Dubai International Investments LLC for $1.15 billion, the offering grossed $2.3 billion for founder Daniel Och, other executives, and the Ziff family, which backed Och when he started the firm in 1994. All of these Och-Ziff partners have said that they will reinvest the money in the business. Och still has 148 million shares in the company and controls 78 percent of the vote.