Doug Leary, a member of Sutherland’s Corporate Practice Group, represents clients in a broad range of corporate transactional matters including stock and asset acquisitions, mergers, tender offers, consolidations, divestitures, joint ventures, auction transactions, private equity investments, venture capital transactions, recapitalizations, LLC and partnership matters, financing transactions, and general corporate and contract matters. In addition, Doug is actively involved in the U.S. government’s ongoing efforts to provide financial assistance to troubled banks and other financial institutions.
Since 1990, Doug has represented dozens of publicly traded and privately held companies in more than 100 significant corporate transactions involving a broad range of industries and sectors. His clients have included private equity firms, investment banks, insurance and financial services companies, energy companies, technology companies, banks and lease financing companies, communications companies and publishers, among others.
In addition to his general transactional practice, Doug has significant experience representing clients in the insurance and financial services industries in connection with the purchase and sale of broker-dealers, investment advisers, collateral managers, insurance companies, and blocks of life, health and annuity business.
REPRESENTATIVE EXPERIENCE
Public Company Transactions
Doug’s experience includes representing the following clients in transactions involving the purchase, sale or recapitalization of publicly traded companies.
- Park Communications (NASDAQ PARC) in the $711 million sale of Park to two private investors.
- Swiss Re in the $172 million tender offer for the outstanding stock of Southwestern Life Holdings (NASDAQ: SWLH).
- Wilton Re in the acquisition (through reinsurance) of substantially all the assets of Annuity and Life Re (Holdings) Ltd. (NYSE: ANR).
- A major construction and mining company in the $3 billion registered exchange offer to recapitalize the company into two classes of “tracking” stock.
- Agway Inc. in the $255 million sale of publicly traded subsidiary, Curtice Burns Foods (AMEX: CBI), to Pro-Fac Cooperative.
Private Equity and Other Non-Public Transactions
Doug’s experience also includes representing the following clients in connection with the purchase, sale or reorganization of privately held companies or their assets.
- Allied Capital Corporation in the $981 million sale of its CMBS portfolio and servicing platform to CW Capital; acquisition of Crescent Hotels & Resorts; acquisition of AllBridge Financial; acquisition of Cambridge Capital Management; acquisition of Callidus Capital Management; acquisition of Emporia Capital Management; acquisition of Legacy Partners; sale of assets of Legacy Partners to Friedman Billings & Ramsey.
- An energy trading company in its sale to a major Wall Street investment bank and in the sale of its retail energy provider subsidiary to a private equity firm.
- British Nuclear Fuels in the reorganization of BNFL USA Group in connection with the $5.4 billion sale of Westinghouse Electric to Toshiba Corporation; acquisition by Westinghouse Electric of PaR Systems Inc. (portfolio company of ACAS); sale of BNG America to EnergySolutions LLC (portfolio company of Lindsay Goldberg); termination and buyout of consortium agreement between BNG America and Washington Group International; and the management buyout of BIL Solutions.
- Telmark LLC in the $617 million sale of its lease portfolio to Wells Fargo Financial Leasing.
Insurance and Financial Services Transactions
In addition to his general corporate transactional practice, Doug’s experience includes representing the following clients in insurance and financial services M&A transactions.
- ING Groep NV in the $152 million acquisition of United Life and Annuity from Penncorp, the sale of medical stop-loss division to SAFECO, and the sale of health insurance division to Manhattan Life.
- Lincoln Financial Group in the $1.4 billion acquisition of CIGNA’s life, health and annuity business; the acquisition of Dougherty Financial Group (adviser to the Voyageur mutual funds), and the acquisition of UNUM’s tax-sheltered annuity business.
- Swiss Re in the acquisition of North West Life from Industrial-Alliance Life of Canada.
- Hartford Life in the acquisition of PLANCO, the largest wholesaler of mutual funds and insurance products in the United States.
- SAFECO Corporation, as special counsel in the $1.4 billion sale of its life insurance and asset management business to White Mountains/Berkshire Hathaway.
- Securian Financial in the acquisition of H. Beck Inc. (broker-dealer and investment adviser), Capital Financial Group Inc., and CFG Insurance Services Inc. from individual stockholders.
- A major European financial services company in its acquisition of the adviser and distributor of a family of mutual funds.
- Kentucky Home Mutual in the acquisition of Keystone State Life, in the sale of Keystone State Life to American Heritage Life and the merger of Kentucky Home Mutual with National Guardian Life.
PROFESSIONAL AND COMMUNITY INVOLVEMENT
- Pro Bono Attorney, Bread for the City, a Washington, D.C.-based nonprofit agency
- Adjunct Professor of Law, The George Washington University Law School
© 2010 Sutherland Asbill & Brennan LLP
Education
J.D., cum laude, Boston University School of Law, 1990,
Editor, Boston University Law Review
G. Joseph Tauro Scholar
Paul Liacos Scholar
Edward F. Hennessey Scholar
M.Sc. - Finance, Johns Hopkins University, 2005
B.A., Colgate University, 1985
Bar AdmissionsDistrict of Columbia, New York