In his three decades of practice, Bruce Raphael has worked with public and private buyers and sellers to assess risk, structure, and negotiate hundreds of M&A transactions, and to enable them to run their businesses post-transaction. He works with clients in a variety of industries, including financial services, telecommunications, gaming, life sciences, manufacturing, and technology, often in cross-border transactions.
Bruce has represented acquirors and sellers of financial and bank holding companies, banks, commercial and consumer finance companies, mortgage companies, mutual fund companies, stock brokers, dealers and specialists, and insurers and producers. He has additional experience representing financial services firms before the Federal Reserve System, the Office of the Comptroller of the Currency, the FDIC, numerous state regulators, and self-regulatory organizations.
Prior to joining Jones Day in 2011, Bruce advised financial institution clients on numerous complex transactions, including the acquisition of the third largest discount broker in the United States, an investment advisor with more than $21 billion of assets under management, and of more than $10 billion in credit card receivables, as well as in the sales of a "top ten" mortgage lender/servicer, a "top five" student loan servicer, and a subprime lender. In 2008, he advised Takeda Pharmaceutical Company in its $8.8 billion tender offer for Millennium Pharmaceuticals, the largest acquisition ever by a Japanese pharmaceutical company and the fourth largest foreign acquisition by a Japanese company. The transaction was named "Healthcare Deal of the Year for 2008" by Investment Dealers' Digest.
Bruce has spoken and published extensively on mergers and acquisitions and financial services industry issues.
Experience
The following represents experience acquired prior to joining Jones Day.
Financial Services
Advised Fleet Financial Group in its historic "in-market" and multinational merger with BankBoston Corporation and in the unprecedented divestiture of 300 branches and more than $12 billion in each of deposits and assets.
Advised FleetBoston Financial Corporation in its acquisition of Summit Bancorp., with $40 billion in assets, as well as the combined company in the related divestiture.
Advised the largest bank-owned commercial finance company in the United States in the acquisition of a Japanese bank-owned commercial finance company with assets of over $6 billion and operations in the United States and Europe.
Advised QBE Insurance Group Limited in its acquisitions of: property and casualty insurer Winterthur U.S. Holdings and its General Casualty and Uniguard subsidiaries from AXA for $1.8 billion; ZC Sterling Corporation, a market leading underwriting agency specializing in forced-placed insurance, for an up-front payment of $575 million; crop insurer NAU Country Insurance for $565 million; and the U.S. insurance operations of RenaissanceRe Holdings Ltd. for approximately $275 million.
Advised Bank of America in the sale of its commercial insurance brokerage to Hilb, Rogal & Hobbs Company and in the sale of the commercial insurance brokerage assets of the former LaSalle Bank.
Gaming
Advised GTECH Corporation, a leading global information technology company focused in the lottery and gaming industries, in its acquisition of Spielo Manufacturing, a Canadian-based video lottery terminal manufacturer, and in its investment in Atronic, an international manufacturer of casino video gaming machines headquartered in Germany.
Life Sciences
Advised Takeda Pharmaceutical Company Limited in its $8.8 billion tender offer for Millennium Pharmaceuticals, Inc., the largest acquisition ever by a Japanese pharmaceutical company and the fourth largest foreign acquisition by a Japanese company.
Advised TriPath Imaging, a manufacturer of oncology screening products, in its sale to Becton, Dickinson and Company for approximately $350 million.
Advised Australia's CSL Limited in its sale of JRH Biosciences, its global sera and cell culture reagents business, with operations in the U.S., Europe, and Australia.
Media & Broadcasting
Advised Sunbeam Television Corp., owner and operator of WHDH-TV (Channel 7 Boston), in its acquisition of WLVI-TV (Channel 56 Boston) from the Tribune Company.
Telecommunications
Advised American Tower Corporation in numerous cellular and broadcast tower acquisitions.
Advised Conversent Communications, a competitive local exchange carrier (CLEC), in its merger with Choice One Communications to create One Communications.
Advised Nautic Partners in its acquisition, and subsequent disposition, of North American Communications Resources, one of the largest Avaya resellers in the U.S.
Advised publicly and privately held cellular telephone service providers in acquisitions, dispositions, and contractual matters, including the acquisition of other cellular providers, the sale and leaseback of more than 530 cellular towers, the acquisition of rights to franchise the CellularOne® brand, and the negotiation of a master roaming, spectrum purchase, and spectrum license agreements.
Speaking Engagements
- March 29, 2018
Strategies for Maximizing Value of External M&A Resources, moderator, Boston Bar Association Fourth Annual Mergers & Acquisition Conference - November 1, 2016
Boston Bar Association Annual Mergers & Acquisition Conference, Advisory Committee Member - October 20, 2015
M&A Outlook/Auctions in the Current Environment, moderator, Boston Bar Association Second Annual Mergers & Acquisition Conference - September 23, 2008
Doing Deals and Litigating Them in a Downturn, panelist, Association of Corporate Counsel (ACC) Greater New York Chapter - May 29-30, 2008
Cross Border Mergers & Acquisitions in Biopharma: Synergies That Transcend Borders, panelist, TieCon East 2008 - March 14, 2008
Ethical, Practical, and Winning Strategies for Negotiating and Drafting Pharma/Biotech M&As, ACI's Life Sciences Mergers and Acquisitions Post Conference Master Class - September 24-25, 2007
Capital Roundtable's MasterClass™ and pre-MasterClass™ Workshop on Financial Services Companies - How to Source & Evaluate Middle-Market P.E. Opportunities
- Boston University (LL.M. in Banking Law 1996); Boston College (J.D. 1989); Colby College (B.A. in Economics cum laude 1986)
- Massachusetts and Connecticut
Chambers USA
Legal 500 US
Institutional Investor News: "10 Rising Stars of Private Equity and M&A Law" (2008)