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Robert J. Rawn

Robert Rawn is a partner in the firm’s New York office who concentrates his practice on public and private mergers and acquisitions, joint ventures and venture capital. Mr. Rawn has substantial experience with cross-border transactions.

His practice also concentrates on public and private securities offerings as well as advising public company clients on securities compliance and corporate governance matters.

Mr. Rawn has represented clients in a variety of industries, including manufacturing, life sciences, technology, telecommunications, and private investment funds.

Mergers and Acquisitions Transactions

  • Representation of Silgan Holdings Inc. in numerous transactions, including:
    • acquisition of U.S. metal vacuum closures operations of Tecnocap S.p.A. and Tecnocap LLC;
    • acquisition of Portola Packaging, Inc. for approximately $266 million;
    • acquisition of Rexam PLC's plastic thermoformed food business for approximately $250 million;
    • proposed acquisition of Graham Packaging Company Inc. for approximately $4.1 billion (signed and announced but merger agreement subsequently terminated by Graham and termination fee paid to Silgan);
    • acquisition of metal container operations of Vogel & Noot Holding AG in Central and Eastern Europe for approximately $290 million;
    • acquisition of IPEC Global, Inc.;
    • acquisition of metal, plastic and composite closures business in Europe, Asia and South America from Amcor Limited for approximately $280 million;
    • acquisition of Group Vemsa 1857, S.L.’s metal vacuum closures operations in China;
    • acquisition of Thatcher Tubes LLC; and
    • formation of joint venture in domestic metal and plastic closures business with White Cap, Inc. and subsequent acquisition of White Cap’s interest in such venture for approximately $125 million;
  • Representation of Alcatel-Lucent in several acquisitions and divestitures, including acquisitions of Motive, Inc. by cash tender offer; Kindsight, Inc.; ReachView Technologies; Thompson Advisory Group; and NetDevices and divestiture of video integration and laboratory testing services business to AT&T Services, Inc.;
  • Representation of SAI Global Limited in numerous acquisitions, including the Supply Chain Certification business of the Steritech Group; Integrity Interactive Corporation; Compliance and Ethics Learning Solutions; QMI Division of Canadian Standards Association; ILI Infodisk Inc. (U.S. aspects); Easy i Holdings Limited (U.S. aspects) and CRS Registrars, Inc.;
  • Representation of PL Developments in the acquisition of Aaron Industries;
  • Representation of Era Group, Inc., a subsidiary of SEACOR Holdings, Inc., in the formation of a joint venture in Brazil with Aeróleo Internacional, LLC;
  • Representation of the shareholders of Agoda Company, Ltd. in the sale of Agoda to priceline.com Incorporated;
  • Representation of the stockholders of Random Walk Computing, Inc. in the sale of Random Walk to Accenture;
  • Representation of International Paper Company in the acquisition of Central Lewmar LLC from Chrysalis Capital Partners for approximately $185 million;
  • Representation of NICE Systems in the acquisition of software and services business of Performix Technologies in the U.S., the U.K., and Ireland;
  • Representation of Xerox Corporation in the sale of its worldwide office manufacturing operations to Flextronics for approximately $200 million;
  • Representation of an existing investor in a privately held jewelry company in its restructuring and sale of majority interest to leading private equity fund; and
  • Representation of Astra AB in the restructuring of its U.S. joint venture with Merck & Co., Inc. and as U.S. counsel in subsequent multi-billion dollar merger with Zeneca plc to create AstraZeneca.

Securities Transactions

  • Representation of Silgan Holdings Inc. in an aggregate of $500 million in stock repurchases effected through “modified Dutch auction” self-tenders and a separate stock purchase agreement with the company’s two largest stockholders;
  • Representation of Silgan Holdings Inc. in numerous Rule 144A offerings of senior and subordinated notes for an aggregate value of approximately $1.8 billion and subsequent exchange offers registered on Form S-4;
  • Representation of GameStop in a $950 million Rule 144A offering of senior floating rate notes and senior notes as part of financing for the $1.4 billion acquisition of publicly traded leading video game retailer Electronics Boutique;
  • Representation of Silgan Holdings Inc. in a $90 million secondary public offering by The Morgan Stanley Leveraged Equity Fund II, L.P. as selling stockholder;
  • Representation of a private equity fund in the preferred stock investment in a publicly traded telecommunications company (PIPES transaction) and in the subsequent resale shelf registration statement on Form S-3;
  • Representation of underwriters in a $270 million follow-on public offering by genomic information company;
  • Representation of a corporate venture capital investor in $10 million Series B Convertible Preferred Stock investment;
  • Representation of a leading provider of decision support, risk analysis, and portfolio rebalancing tools for the financial services industry in recapitalization and $22.5 million Series A-5 Convertible Preferred Stock issuance to venture capital funds;
  • Representation of a leading placement agent in private placement by medical device company;
  • Representation of an investor and subsequently existing investor group in private placements by leading data management software company; and
  • Representation of Buhrmann NV in $350 million private equity investment by affiliates of Apollo Management L.P. and Bain Capital Inc.

Mr. Rawn received his A.B., cum laude, from Princeton University in 1987. He received his J.D. from New York University in 1990.

Honors & Awards

Mr. Rawn has been recognized by Best Lawyers in America from 2005-2015.

Activities

Mr. Rawn serves as a member of the firm’s Hiring Committee.

Admissions

  • Connecticut
  • New York

Education

  • New York University, JD, 1990
  • Princeton University, AB, 1987