Jones Day Advises Harris Corporation in $225 Million Deal

© 2012 The Texas Lawbook.

By Natalie Posgate
Staff Writer for The Texas Lawbook

Harris Corporation announced Thursday that it has agreed to sell its global business communications division, Broadcast Communications, to an affiliate of The Gores Group, LLC for $225 million – seven months after Harris first announced its intentions to divest its subsidiary.

While it’s unusual that associates lead transactions, Harris’ legal advisor Jones Day has a philosophy that the lawyer who is the right fit for the responsibility will get the job. In this case that’s Dallas M&A associate Rob Schroeder, who is co-leading the deal with Jones Day Sao Paulo M&A partner Sanjiv Kapur.

Shroeder and Kapur have previously worked together in a handful of deals, including advising Harris’ $155 million acquisition of Carefx as well as advising the Florida-based information technology’s joint venture with Johns Hopkins Medicine to develop cloud-computing based medical image management solutions.

The M&A pair also worked together earlier this year to advise Bayer CropScience with its $425 million acquisition of AgraQuest, Inc. and its Mexican subsidiary AgraQuest de Mexico S.A. de C.V.

The largest transaction that Shroeder worked on was his significant role in a $23.8 billion transaction in which Jones Day advised Altimo in its transaction with Telenor to combine the two companies’ respective holdings in Russia-based VimpelCom and Ukraine-based Kyivstar to create VimpelCom, Ltd.

Schroeder’s practice focuses on corporate and transactional matters for clients both in Texas and around the globe. He specializes in sectors that include manufacturing, technology and healthcare, both for private companies and public companies.

Schroeder said that his prior experience with international components in his previous deals as well as his experience with working with Kapur and attorneys in other Jones Day offices helped him land the job as co-leading Harris’ current transaction with The Gores Group.

Other Dallas Jones Day attorneys who are assisting in the transaction include associates Matthew McGraner and Barry Jacobs. In-House Harris attorneys are also involved in the deal and include Robert Johnson and Kim Nash.

Latham & Watkins is assisting Los Angeles-based The Gores Group in the deal.

The $225 million price tag for the deal includes $160 million in cash at closing, a $15 million subordinated promissory note and an earn-out of up to $50 million based on future performance.

The assets and employees of Broadcast Communications are located in the U.S., Canada and the United Kingdom. More than 20 other jurisdictions are in Latin America, Asia and Europe.

The transaction is expected to close in the early 2013 calendar year.

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