R. ScottCohen

Partner

Dallas + 1.214.969.5060 Houston + 1.832.239.3799

Scott Cohen's practice focuses on domestic and foreign public and private M&A, restructurings, and corporate governance advice. His experience covers a broad range of industries, including technology, energy and energy services, manufacturing, and consumer/beverage products. He has represented many industry leaders in successful transactions, including the Schusterman family in their $7.2 billion sale of Samson Investment Company to KKR and Texas Instruments in its $6.5 billion acquisition of National Semiconductor.

Other recent transactions include his representation of Tokyo Electron in its $29 billion negotiated combination with Applied Materials, Taiwan Semiconductor in its $1 billion investment in ASML, Bridgestone in its $947 million tender offer for Pep Boys, Viasystems Group in its $927 million sale to TTM Technologies, Hicks Equity Partners in its $558 million sale of Latrobe Specialty Metals to Carpenter Technology, and Capital Southwest in its tax-free spin-off of CSW Industrials.

Transactions prior to joining Jones Day include his representation of Texas Instruments in its $7.6 billion acquisition of Burr-Brown and its $1.2 billion acquisition of Unitrode, Pilgrim's Pride in its $2.8 billion chapter 11 sale to JBS, Berg Electronics in its $1.85 billion sale to Framatome Connectors, Dr Pepper/Seven-Up in its $1.3 billion leveraged recapitalization, Morningstar Group in its $960 million sale to Suiza Foods, and Hicks & Haas in its acquisition of Dr Pepper Company from Forstmann Little, Seven-Up Company from Philip Morris, and A&W Brands from Citicorp.

Scott is a former chairman of the Corporation Laws Committee of the Texas State Bar and a founding member and director of the Texas Business Law Foundation.

Experience

  • Turnbridge Capital portfolio company acquires Hunter Well ScienceJones Day represented Turnbridge Capital, LLC in connection with the acquisition by portfolio company Probe Technologies Holdings, Inc., a leading supplier of cased hole logging and reservoir monitoring technology to oilfield services companies, of Hunter Well Science Ltd., a Calgary-based developer and manufacturer of world class down hole logging solutions.
  • Sempra Energy acquires indirect interest in Oncor Electric, valuing Oncor Electric at $18.8 billion in enterprise valueJones Day advised Oncor Electric Delivery Company LLC in its $18.8 billion total enterprise value disposition of Oncor Electric Delivery Company ("Oncor") under which a newly formed subsidiary of Sempra Energy acquired 100 percent of the equity of reorganized Energy Future Holdings Corp. (“EFH”), and certain of its direct and indirect subsidiaries, including EFH’s approximately 80 percent indirect interest in Oncor.
  • Turnbridge Capital invests in Gradiant Energy ServicesJones Day advised Turnbridge Capital, LLC in connection with its investment in Gradiant Energy Services, a provider of integrated water management solutions to the energy industry.
  • MAST Capital portfolio company completes debt restructuring, including $101 million exchange offer of convertible notes for high-yield notesJones Day advised MAST Capital Management, LLC in the offer by its portfolio company, Nebraska Book Holdings, Inc., to exchange up to $133.2 million aggregate principal amount of 2.00% Convertible Senior PIK Notes due 2026 for any and all of its outstanding 15.0% Senior Secured Notes due 2016.
  • CSW Industrials settles proxy contestJones Day advised CSW Industrials, Inc., a diversified industrial growth company ("CSWI"), in connection with a proxy contest initiated by Newtyn Management LLC, an activist investor, and its affiliates ("Newtyn").
  • Bridgestone attempts $947 million all-cash tender offer for Pep BoysJones Day represented Bridgestone Americas, Inc. in its proposed acquisition, through its wholly owned subsidiary Bridgestone Retail Operations, LLC ("BSRO"), of The Pep Boys - Manny, Moe & Jack, in an all-cash tender offer of $947 million.
  • Capital Southwest completes spin-off of CSW IndustrialsJones Day advised Capital Southwest Corporation, a Dallas-based publicly traded business development company, in connection with its tax-free spin-off of CSW Industries, Inc., a diversified industrial growth company.
  • H-D Advanced Manufacturing Company acquires Firstmark Corp.Jones Day advised H-D Advanced Manufacturing Company, a joint enterprise formed by a partnership between The Riverside Company and Hicks Equity Partners, in connection with the acquisition and related financing of Firstmark Corp., a manufacturer of highly engineered components and subsystems for the aerospace and defense industries.
  • Viasystems Group acquired by TTM Technologies for $927 millionJones Day advised Viasystems Group, Inc. in its acquisition by TTM Technologies, Inc. for a combination of cash and stock valued at approximately $368 million, or $16.46 per Viasystems share, based on the TTM closing share price as of September 19, 2014.
  • Overton Chicago Gear Corporation acquires Precision Aero CorporationJones Day represented Overton Chicago Gear Corporation, a subsidiary of H-D Advanced Manufacturing Company, in connection with the acquisition of Precision Aero Corporation, a manufacturer of high-precision machined products used in commercial aerospace, civil aviation, commercial, heavy duty trucking, and military applications.
  • ROC Service Company sold by Turnbridge Capital to Coral Reef CapitalJones Day represented ROC Service Company, LLC, a leading provider of mission critical wellsite and facilities services to exploration, production, and midstream companies operating across the United States, in connection with its sale by Turnbridge Capital, LLC to Coral Reef Capital, L.L.C.
  • International Wire Group issues $26 million of Senior PIK Toggle Notes in Rule 144A and Regulation D offeringJones Day represented International Wire Group Holdings, Inc., a leading manufacturer and marketer of bare and plated copper wire products, in connection with its issuance of $26 million of 10.00%/12.00% Senior PIK Toggle Notes due 2020 in a Rule 144A and Regulation D offering.
  • Turnbridge Capital Partners acquires Cimarron EnergyJones Day advised Turnbridge Capital Partner I, L.P. in connection with the acquisition and related financing of Cimarron Energy Inc. from Curtiss-Wright Corp.
  • Capital Southwest sells $85.2 million of Alamo Group Common StockJones Day represented Capital Southwest Corporation and its wholly owned subsidiary, Capital Southwest Venture Corporation, as selling shareholders, in a public offering of $85.2 million of Common Stock of Alamo Group Inc.
  • H-D Advanced Manufacturing Company acquires SineceraJones Day advised H-D Advanced Manufacturing Company, a joint enterprise formed by a partnership between The Riverside Company, Hicks Equity Partners, and Weinberg Capital Group, in connection with the acquisition and related financing of Sinecera Inc., d/b/a Crown Precision Machining, a state-of-the art CNC machine shop specializing in high-precision CNC turning, milling, grinding, and component part assemblies.
  • Electrical Components International acquired by KPS Capital PartnersJones Day advised Electrical Components International ("ECI") in its acquisition by a newly formed affiliate of KPS Capital Partners, LP.
  • Viasystems subsidiary issues additional $50 million of 7 7/8% Senior Secured Notes in Rule 144A offering and amends credit facilityJones Day represented Viasystems, Inc., a wholly owned subsidiary of Viasystems Group, Inc. and leading provider of complex multi-layer printed circuit boards and electro-mechanical solutions, in connection with its $50 million aggregate principal amount of 7 7/8% Senior Secured Notes due 2019 in a Rule 144A offering as an additional issuance to its previously issued $550 million in aggregate principal amount of Senior Secured Notes due 2019 in a Rule 144A offering and related amendment to its revolving credit facility led by Wells Fargo Capital Finance, LLC, as administrative agent and lender.
  • Turnbridge Capital portfolio company acquires Horizontal Wireline ServicesJones Day advised Turnbridge Capital, LLC in connection with the acquisition and related financing by portfolio company Allied Wireline Services, LLC, an independent energy services company that provides wireline logging and other downhole information services for the oil and natural gas industry, of Horizontal Wireline Services, LLC, a wireline company with a focus on completion services in the gas well drilling industry.
  • Tokyo Electron attempts $29 billion merger of equals with Applied MaterialsJones Day represented Tokyo Electron Limited in its proposed $29 billion merger of equals with Applied Materials, Inc., which, if completed, would have created a global innovator in semiconductor and display manufacturing technology based in The Netherlands and dual listed on NASDAQ and the Tokyo Stock Exchange.
  • Turnbridge Capital acquires Pipe ProsJones Day represented Turnbridge Capital, LLC in connection with its acquisition of Pipe Pros, LLC, a provider of tubing and casing running services.
  • Speaking Engagements

    • Spring 2014
      Directors Roundtable--Tax Inversion Transactions
    • September 10, 2013
      Practical Consequences of Certain Common M&A Provisions and Issues, Dallas Bar Association M&A Committee Luncheon
    • October 20, 2011
      Jones Day Dallas CLE University
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