Carol Anne Huff
Professional Profile
Carol Anne Huff is a partner in the Chicago office of Kirkland & Ellis LLP. Her primary practice areas include capital markets transactions and public company mergers and acquisitions. Ms. Huff's practice focuses on representing private equity funds and their portfolio companies in mergers, acquisitions and divestitures involving public companies and corporate financing transactions involving the sale of securities. Ms. Huff has significant experience in the following types of transactions: going-private transactions, public and private mergers, acquisitions and divestitures, high yield debt offerings, tender offers, PIPE transactions and spin-offs. She also has extensive experience counseling public companies with regard to securities regulations and other corporate matters, including SEC compliance, Exchange Act periodic reporting and disclosure issues, Sarbanes-Oxley Act compliance, corporate governance best practices, fiduciary duty and special committee issues, stock option plans and Rule 144 issues, rights plans and anti-takeover strategies, stock exchange requirements and Section 16 matters.
Representative Matters
Mergers & Acquisitions
Acquisition by Madison Dearborn Partners of BWAY Holding Company (Nasdaq: BWAY) in transaction valued at approximately $1.0 billion
Acquisition by Accel-KKR of the assets of Kana Software Inc. (OTC: KANA)
Sale of Third Wave Technologies (Nasdaq: TWT) to Hologic, Inc. in cash tender offer transaction
Spin-off by FMC Technologies of John Bean Technologies (NYSE: JBT)
Sale of Boise Cascade’s paper, packaging and newsprint businesses to a special purpose acquisition company, now trading as Boise, Inc. (NYSE: BZ), in transaction valued at approximately $1.6 billion
Acquisition by Madison Dearborn Partners of The Yankee Candle Company, Inc. (NYSE: YCC)
Sale of stock of CenterPoint Properties Trust (NYSE: CNT) to CalEast in merger valued at over $3.0 billion
Acquisition by S.C. Johnson & Son, Inc. of Bayer AG’s global insectide business, involving acquisition of assets in over 40 countries
Tender offer by Madison Dearborn Partners for the common stock of Jefferson Smurfit Group Plc, a publicly traded Irish company (NYSE: JSG )
Capital Markets
Offerings by Clearwire Communications of $2.8 billion of first-priority senior secured notes, $500 million second-priority secured notes and $650 million exchangeable notes
Offering by United Air Lines of $500 million of senior secured notes and $200 million of senior secured second lien notes
Offering of convertible secured notes by U.S. Concrete Inc. (RMIX) in connection with its emergence from Chapter 11
Offerings of common stock of Sirona Dental Systems, Inc. (Nasdaq: SIRO) on behalf of Madison Dearborn Partners
Offering of $200 million of senior notes by BWAY Holding Company and $150 million of senior PIK Toggle notes by BWAY Parent Company, Inc.
Offerings of $160 million of common stock of Great Lake Dredge & Dock Corporation (Nasdaq: GLDD) on behalf of Madison Dearborn Partners
Offering of $315 million of senior notes by parent company of The Yankee Candle Company
Offerings by CenterPoint Properties Trust of $450 million of senior notes and $100 million of preferred shares and private placement of $300 million in senior notes
$2.0 billion Universal Shelf Registration for Kellogg Company (NYSE: K) and subsequent issuance of debt securities
$4.2 billion issuance of debt securities for Kellogg Company in connection with its acquisition of Keebler Foods Company
Initial public offerings of Hines Horticulture, Inc. (Nasdaq: HORT) and Nutraceutical International Corporation (Nasdaq: NUTR)
Shelf Registrations and subsequent issuances of debt securities for Whirlpool Corporation (NYSE: WHR)
Rule 144A Offerings and Exchange Offers by The Yankee Candle Company, Boise Cascade, Indalex Holdings Finance, Inc., Dura Automotive Systems, Inc., Collins & Aikman Floorcoverings, Inc., Great Lakes Dredge & Dock Corporation, Leiner Health Products, Inc., Port Townsend Paper Company, Norcross Safety Products, L.L.C. and Pierre Foods, Inc.
Memberships & Affiliations
Member of The Chicago Bar Association
Duke Law Club of Chicago, Vice President
Publications
"Securities Law and Practical Implications of Issuing Secured Bonds," Capital Markets Alert, February 15, 2011
"Securities Law and Practical Implications of Issuing Secured Bonds," Insights, The Corporate and Securities Law Advisor, Aspen Publishers (December 2010)
Kirkland Governance Watch, Summary of significant corporate governance developments (August 2009)
"Recent NYSE Amendments Eliminate Broker Discretionary Voting, Suspend Closing Price Requirements and Extend the Temporary Lowered Market Cap Requirement," Kirkland & Ellis Alert (2009)
"The SEC's New Compensation Disclosure Rules (published by Merrill Corporation, 2006), co-author
SEC Adopts Sweeping Revisions to Executive and Director Compensation and Related Party Transaction Disclosure Rules, Kirkland & Ellis Alert (2006)
Seminars
The 4th Annual Duke Private Equity Conference, Panelist, "The New World of Leverage." (2010)
The 3rd Annual Duke Private Equity Conference, Panelist, "Buyout Panel: How the Credit Crisis has Changed Deal Structures and the Future of the LBO." (2009)
Fundamentals of Investing in Public Companies Seminar, Panelist, Kirkland & Ellis KICP for Clients (2008)
