O'Melveny's Andor “Andy” Terner worked on both one of the year's blockbuster airline industry mergers and one of its largest health-care REIT transactions. Terner represented Alaska Air Group in its $4.6 billion acquisition of Virgin America Inc., creating the fifth largest domestic airline; and represented Sabra Health Care REIT Inc. in a $7.4 billion merger with Care Capital Properties Inc. Terner caught up with The Recorder and ran down the rest of his busy deal line-up.

Besides the Alaska Air deal, what were last year's highlights for you? The Sabra Health Care REIT Inc. acquisition of Care Capital Properties Inc.: This was a $7.4 billion combination that closed in August 2017. I led the O'Melveny team in its representation of Sabra, for whom we have handled all of their corporate work since their spin-off from Sun Healthcare Group Inc. in 2010. This deal stands out to me for both its size and the potential benefits for the shareholders of the combined company …, some of which have already been achieved post-closing.

The DigitalGlobe Inc.'s acquisition by MacDonald, Dettwiler & Associates Ltd.: This was a $3.4 billion acquisition that closed in early October. Jay Herron and I led the O'Melveny team in its representation of DigitalGlobe. This deal stands out to me for both the industry (subset of defense and aerospace—satellite constellation and information services) and the potential for both parties to be able to enhance their strengths in the combination.

The QLogic Corp.'s acquisition by Cavium Inc.: This was a $1.4 billion acquisition that closed in August 2016. Mark Peterson and I led the O'Melveny team in its representation of QLogic. This deal stands out to me for the speed in which it was completed. On May 24, 2016, Cavium provided an initial indication of interest to QLogic. The parties signed the merger agreement three weeks later (on) June 15, 2016 and closed the deal two months later, August 2016.

NextVR Inc.: I led the O'Melveny team in NextVR's $80 million Series B financing. This deal stands out to me for the interesting industry (virtual reality) and the nature of the investors, principally Asian-based investors for this round.

With which clients do you have the longest relationships? How far back do those relationships go? My practice is a company-side practice and many of my relationships span my legal career—20 years. While a natural consequence of a company-side practice—particularly in the $1 billion to $5 billion market cap range—is that many of those companies will eventually be acquired. This has also led to new opportunities as those individual relationships move on to new companies. In many cases, including several of the clients I mentioned above, my client contacts are individuals that I have worked with for years in various capacities. I find this rewarding both professionally and personally that these individuals trust my counsel, they know I will be there when they need me, and are comfortable relying on me for what is, in some cases, the biggest matters they'll undertake in their careers.

Why do you think clients come back to you? What can they get from you that they don't get from someone else? I hope that they come back to me because they view me as a trusted adviser. My focus is always on doing everything I can to help my clients succeed in their goals. Having been at O'Melveny my entire career, I am very familiar with our capabilities and am able to efficiently leverage those capabilities for the benefit of our clients. I also view our client relationships as long-term relationships. I am always candid with my clients and will never hesitate to advise my clients if their specific matter can be more efficiently handled by other counsel, whether because of the size of the matter or because of unique aspects outside of my firm's expertise.

What's more important in the current market and why: offering bespoke services or being efficient? In the company-side world in which I practice, what is most important to clients is that they consistently receive high-quality timely service at market-competitive rates. My partners and I work very hard to make sure that our clients don't feel they have to choose between sophisticated legal support and pleasant, efficient service.

Outside your partners, who is another corporate lawyer you admire and why? Bill Haubert of Richards, Layton & Finger. Bill is one of the best attorneys I have worked with outside of O'Melveny. He is brilliant, articulate and a master of Delaware law generally, and specifically, a master of Delaware law in the M&A context. He is incredibly responsive, an excellent advocate, highly practical and client-focused.

O'Melveny & Myers

O'Melveny's Andor “Andy” Terner worked on both one of the year's blockbuster airline industry mergers and one of its largest health-care REIT transactions. Terner represented Alaska Air Group in its $4.6 billion acquisition of Virgin America Inc., creating the fifth largest domestic airline; and represented Sabra Health Care REIT Inc. in a $7.4 billion merger with Care Capital Properties Inc. Terner caught up with The Recorder and ran down the rest of his busy deal line-up.

Besides the Alaska Air deal, what were last year's highlights for you? The Sabra Health Care REIT Inc. acquisition of Care Capital Properties Inc.: This was a $7.4 billion combination that closed in August 2017. I led the O'Melveny team in its representation of Sabra, for whom we have handled all of their corporate work since their spin-off from Sun Healthcare Group Inc. in 2010. This deal stands out to me for both its size and the potential benefits for the shareholders of the combined company …, some of which have already been achieved post-closing.

The DigitalGlobe Inc.'s acquisition by MacDonald, Dettwiler & Associates Ltd.: This was a $3.4 billion acquisition that closed in early October. Jay Herron and I led the O'Melveny team in its representation of DigitalGlobe. This deal stands out to me for both the industry (subset of defense and aerospace—satellite constellation and information services) and the potential for both parties to be able to enhance their strengths in the combination.

The QLogic Corp.'s acquisition by Cavium Inc.: This was a $1.4 billion acquisition that closed in August 2016. Mark Peterson and I led the O'Melveny team in its representation of QLogic. This deal stands out to me for the speed in which it was completed. On May 24, 2016, Cavium provided an initial indication of interest to QLogic. The parties signed the merger agreement three weeks later (on) June 15, 2016 and closed the deal two months later, August 2016.

NextVR Inc.: I led the O'Melveny team in NextVR's $80 million Series B financing. This deal stands out to me for the interesting industry (virtual reality) and the nature of the investors, principally Asian-based investors for this round.

With which clients do you have the longest relationships? How far back do those relationships go? My practice is a company-side practice and many of my relationships span my legal career—20 years. While a natural consequence of a company-side practice—particularly in the $1 billion to $5 billion market cap range—is that many of those companies will eventually be acquired. This has also led to new opportunities as those individual relationships move on to new companies. In many cases, including several of the clients I mentioned above, my client contacts are individuals that I have worked with for years in various capacities. I find this rewarding both professionally and personally that these individuals trust my counsel, they know I will be there when they need me, and are comfortable relying on me for what is, in some cases, the biggest matters they'll undertake in their careers.

Why do you think clients come back to you? What can they get from you that they don't get from someone else? I hope that they come back to me because they view me as a trusted adviser. My focus is always on doing everything I can to help my clients succeed in their goals. Having been at O'Melveny my entire career, I am very familiar with our capabilities and am able to efficiently leverage those capabilities for the benefit of our clients. I also view our client relationships as long-term relationships. I am always candid with my clients and will never hesitate to advise my clients if their specific matter can be more efficiently handled by other counsel, whether because of the size of the matter or because of unique aspects outside of my firm's expertise.

What's more important in the current market and why: offering bespoke services or being efficient? In the company-side world in which I practice, what is most important to clients is that they consistently receive high-quality timely service at market-competitive rates. My partners and I work very hard to make sure that our clients don't feel they have to choose between sophisticated legal support and pleasant, efficient service.

Outside your partners, who is another corporate lawyer you admire and why? Bill Haubert of Richards, Layton & Finger. Bill is one of the best attorneys I have worked with outside of O'Melveny. He is brilliant, articulate and a master of Delaware law generally, and specifically, a master of Delaware law in the M&A context. He is incredibly responsive, an excellent advocate, highly practical and client-focused.