Nortel Networks Corporation, its principal operating subsidiary Nortel Networks Limited and certain of their subsidiaries concluded a successful auction on July 24, 2009, of substantially all of Nortel's Code Division Multiple Access (CDMA) business and Long Term Evolution (LTE) Access assets under Chapter 11 of the US Bankruptcy Code and the Companies' Creditors Arrangement Act (CCAA) in Canada.
Telefonaktiebolaget LM Ericsson (publ) of Sweden emerged as the winning bidder with a purchase price of US$1.13 billion, topping rival “stalking horse” bidder Nokia Siemens Network's final bid of US$1.0325 billion. The sale to Ericsson was subsequently approved at a joint hearing of the Ontario Superior Court of Justice and the United States Bankruptcy Court for the District of Delaware held on July 28, 2009, and closed on November 13, 2009.
Nortel was represented in-house by Gordon Davies, chief legal officer and corporate secretary, and Douglas Parker, assistant general counsel, corporate. Ericsson was represented in-house by Carl Olof Blomqvist, senior vice president and general counsel of Telefonaktiebolaget LM Ericsson (publ); Martin Backman, group legal counsel of Telefonaktiebolaget LM Ericsson (publ); John Moore, vice president and general counsel of Ericsson Inc.; Kirk Sharpe, senior legal counsel of Ericsson Inc. and Roy Lizzi, senior legal counsel and secretary of Ericsson Canada Inc.
Ogilvy Renault LLP acted as Canadian counsel to Nortel with a team that comprised Michael Lang (securities and M&A); Derrick Tay and Jennifer Stam (insolvency); Mark Convery, Ian Ness, Eric Reither, Jacques Lemieux and William Chung (M&A); Brian Gray and Nadine D'Aguiar (intellectual property); David Vincent (pensions & benefits); John Naccarato (real estate); Richard Wagner and Kevin Ackhurst (competition and Investment Canada); Anne Gallop (employment and labour); and Adrienne Oliver and Barry Segal (tax).
Cleary Gottlieb Steen & Hamilton LLP acted for Nortel in the US with a team led by James Bromley, as well as Lisa Schweitzer, Craig Brod, Paul Shim, Daniel Sternberg and Laurent Alpert. The team also included John McGill, Jr., Lillian Raben, Scott Larson, Jane Kim and Daniel Ilan. All lawyers are based in New York.
Blake, Cassels & Graydon LLP acted as Canadian counsel to Ericsson with a team that included Richard Corley, Michael Gans, and David Shaw (M&A and corporate); Susan Grundy and Marc Flynn (insolvency); Christopher Hale and Mark McCans (intellectual property and IT); Deron Waldock and Susan Slattery (pension and benefits); Abdul-Basit Khan and Kate Macartney (labour and employment); Allan Gelkopf, Kathleen Penny and Jeffrey Shafer (tax); Cliff Sosnow (international trade); Jason Gudofsky and Gregory Hilton-Sullivan (antitrust and Investment Canada Act); Jonathan Kahn (environmental); and Silvana D'Alimonte (real estate).
Paul, Weiss, Rifkind, Wharton & Garrison LLP acted for Ericsson in the US, with a team that included Marilyn Sobel, Jeffrey Marell, Andrea Quek, Andrew Hennigar and Katherine Ruth Wahl (M&A); Stephen Shimshak and Diane Meyers (bankruptcy); Charles Googe Jr., Menachem Kaplan and Mitchel Carbullido (intellectual property); Lawrence Witdorchic, Reuven Falik and Tzvi Mackson (employee benefits & pensions); Peter Rothenberg and Joy Zhang (tax); Richard Elliott (international trade); Joseph Simons and Didier Malaquin (antitrust); Harris Freidus and Robert Fishman (real estate); Patrick Campbell (FCC); and Jeanette Chan and Stella Jiang (Hong Kong).
Nortel's monitor in the CCAA proceeding, Ernst & Young Inc., was represented by Goodmans LLP with a team that included Jay Carfagnini, Joseph Pasquariello and Chris Armstrong (insolvency); and Caroline Cook and Victor Liu (corporate).