Ropes & Gray scoops coveted lead role on SunGard buyout

The $11.3bn (£6.03bn) acquisition of SunGard Data Systems by a consortium of private equity houses has turned into a feeding frenzy for lawyers, with no fewer than seven US firms landing roles on the biggest leveraged buyout since the 1980s.

Boston-based Ropes & Gray has landed the lead role advising the consortium on corporate aspects of the deal. Partners Alfred Rose and Julie Jones secured the mandate thanks to their longstanding relationship with Silver Lake Partners, the Silicon Valley-based private equity house leading the seven-strong consortium.

Silverlake, which struck a deal to buy SunGard after months of negotiations, has teamed up with Bain Capital, the Blackstone Group, Goldman Sachs Capital Partners, Kohlberg Kravis Roberts & Co (KKR), Providence Equity Partners and Texas Pacific Group.

Because of the sizeable equity stakes being taken up by some of the consortium members, Goldman Sachs and Providence Equity are taking separate legal advice in addition to that being provided by Ropes & Gray (see table).

Simpson Thacher & Bartlett is advising the consortium on financing issues. The consortium is expected to take on around $500m (£266.9m) of debt.

SunGard is being advised by Shearman & Sterling partners Clare O’Brien and Creighton Condon. Shearman’s relationship with the company dates back a year, when the firm was instructed to advise SunGard on plans to spin off its Availability Services business.

Morgan Lewis & Bockius is advising SunGard’s senior management on employment matters.

Although the deal is not expected to complete until the third quarter of 2005, the law firms advising the bidders are already salivating at the prospect of securing future work from SunGard.

Rose admitted that the deal “presented an opportunity” for Ropes & Gray, but said that it was too early to speculate on which firm would secure future work from SunGard.

The deal is the biggest buyout by private equity houses since KKR acquired food company Nabisco for $25m (£13.3m) in 1989 and also demonstrates a heightened interest in consortium-led deals.

Advisers to consortium partners

Consortium partners Legal adviser
Silver Lake Partners Ropes & Gray
Bain Capital Ropes & Gray
The Blackstone Group Simpson Thacher & Bartlett
Kohlberg Kravis Roberts & Co Simpson Thacher & Bartlett
Goldman Sachs Capital Partners Wachtell Lipton Rosen & Katz
Texas Pacific Group Cleary Gottlieb Steen & Hamilton
Providence Equity Partners Weil Gotshal & Manges