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M + A GLOBAL ANNUAL REVIEW

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M+A

GLOBAL

A n n u A L r e v i e w

Welcome to morrison & Foerster’s 2012 m+A AnnuAl revieW.

Thanks to you, our clients and friends, this has been a banner year for M+A at MoFo—the best in firm history. Despite a generally sluggish M&A market, you turned to us for many of your biggest and most complex deals across a wide range of sectors: telecommunications, technology, life sciences, financial services, retail, real estate, healthcare, entertainment, gaming, energy, consumer products and more.

• 145 transactions in 2012 at a total disclosed value of more than $140 billion, including 27 at more than $1 billion each • Biggest deal in the U.S. in 2012 and the biggest outbound investment ever from Asia • Handled the largest deals in several key sectors: technology, telecom, healthcare, real estate • Named 2012 M&A Group of the Year by Law360 and ranked as an “Elite” firm in Corporate M&A Nationwide by Chambers USAHere is just a sampling of what you’ll find in this year’s review.

As you may have read, we are representing SoftBank in its ambitious and high-profile $20.1 billion acquisition of a 70% stake in Sprint Nextel—a deal with an enterprise value of some $43 billion. This transaction, which could be the ultimate game-changer in a rapidly evolving wireless market, is 2012’s largest announced deal in the U.S. and the biggest outbound investment ever from Asia. On top of that, we also are representing SoftBank in Sprint’s $2.2 billion acquisition of the 50% of Clearwire that it doesn’t already own—a key piece of SoftBank’s bold and disruptive U.S. telecom strategy.

In the largest U.S. healthcare services deal of 2012, we helped DaVita Inc. acquire HealthCare Partners Holdings in a $4.42 billion bid to stay on the cutting edge of a rapidly evolving field by providing consumers with broader, more integrated and more cost-effective services.

We were also pleased to play a key role in the largest U.S. real estate deal of 2012 with our representation of Equity Residential in a joint agreement with AvalonBay Communities to acquire a vast portfolio of apartment properties from the Lehman Brothers estate for $16 billion.

For retail giant Walmart, we represented its Global e-Commerce division in its increased investment in China’s Yihaodian. And in the financial sector we represented Raymond James in its $1.2 billion acquisition of Morgan Keegan from Regions Financial Corporation, creating the largest “off Wall Street” broker-dealer.

We also remained highly active in our traditional sweet spot, the tech sector, with a spate of transactions: the completion of the $4.8 billion sale of Hitachi’s hard disk drive business to Western Digital Corporation; Novellus’ $3.3 billion merger agreement that resulted in the sale of the company to Lam Research; our continuing work for Intel in its acquisitions in the semiconductor space; and our representation of GREE in the mobile/gaming space.

It was a year marked by tremendous economic uncertainty, which spawned challenging market conditions across the globe. That’s why it was so gratifying to be able to help many of our clients turn these challenges into opportunities, which in turn made 2012 our best year ever.

We hope you enjoy this year’s M+A Annual Review as much as we enjoyed working with you on the deals described here. We look forward to more of the same in 2013.

MOrrisOn & FOerster › 2012 M+A AnnuAL review

4 MOrrisOn & FOerster MOrrisOn & FOerster › 2012 M+A AnnuAL review

ArbitronWe represented international media and marketing research firm Arbitron inc. in its $1.3 billion acquisition by nielsen Holdings n.v., a leading global provider of information and insights into what consumers watch and buy. With the addition of Arbitron, Nielsen hopes to increase its ability to monitor consumers’ media consumption and purchasing.

5 MOrrisOn & FOerster

We represented boyd Gaming corp. in its transformative $1.55 billion acquisition of Peninsula Gaming, llc. This is Boyd’s largest M&A transaction to date and adds five casinos to Boyd’s portfolio, expanding its footprint into Iowa and Kansas, as well as adding additional markets in Louisiana. Boyd now owns and operates gaming properties in eight states—Nevada, New Jersey, Illinois, Indiana, Iowa, Kansas, Louisiana, and Mississippi.

MOrrisOn & FOerster › 2012 M+A AnnuAL review

boyd GAminG

6 MOrrisOn & FOerster

We also represented Pinnacle entertainment, inc., in its $2.8 billion acquisition of Ameristar casinos, inc. Through the Ameristar deal, Pinnacle will more than double in size to 17 properties in 13 locations.

MOrrisOn & FOerster › 2012 M+A AnnuAL review

PinnAcle entertAinment

7 MOrrisOn & FOerster MOrrisOn & FOerster › 2012 M+A AnnuAL review

dAvitAWe represented davita inc., a leading provider of kidney dialysis and other kidney care services, in its $4.42 billion acquisition of Healthcare Partners Holdings, llc, one of the country’s leading integrated healthcare services systems, operating in California, Florida, and Nevada. The deal is the largest healthcare services transaction of 2012. DaVita, a Fortune 500 company, operates 1,841 dialysis facilities in the United States, serving approximately 145,000 patients. HealthCare Partners takes clinical and economic accountability for serving nearly all the healthcare needs of its patient population. It provides these services through a staff of more than 700 employed physicians at the company’s 152 locations, as well as a network of more than 8,300 independent physicians who contract with the company.

8 MOrrisOn & FOerster

We represented davide campari-milano s.p.A. in its acquisition of Jamaican rum maker lascelles demercado & co. The acquisition—the third-largest in the group’s history—will add the Appleton Estate, Appleton Special/White, Wray & Nephew, and Coruba brands to Gruppo Campari’s portfolio.

MOrrisOn & FOerster › 2012 M+A AnnuAL review

cAmPAri

9 MOrrisOn & FOerster

in the largest real estate m&A deal of 2012, we represented leading residential real estate investment trust equity residential in a joint agreement with Avalonbay communities to acquire a vast portfolio of u.s. apartment properties from the lehman brothers estate for approximately $16 billion. Equity Residential’s stake, approximately 60% of the Archstone portfolio, includes 78 properties in major U.S. markets, including Washington, D.C., San Francisco, Los Angeles, New York, Boston, Seattle, South Florida, and elsewhere. The total number of apartments going to Equity Residential is more than 23,000 units. Additionally, the company will acquire properties under development in Washington, D.C., San Francisco, Phoenix, and South Florida. The transaction was named North America Exit of the Year by the 2012 Global PERE (Private Equity Real Estate) Awards.

MOrrisOn & FOerster › 2012 M+A AnnuAL review

equity residentiAl

10 MOrrisOn & FOerster

We represented Singapore-based Global logistic Properties limited (GlP), one of the world’s leading providers of modern logistics facilities, in the formation of two joint ventures and the combined $1.4 billion acquisition by such joint ventures of 40 logistics properties in Brazil from funds managed by Prosperitas. GLP partnered in these joint ventures with investors, including the Canada Pension Plan Investment Board (CPPIB) and Government of Singapore Investment Corporation (GIC). The transaction was named Global Deal of the Year by the 2012 Global PERE (Private Equity Real Estate) Awards.

MOrrisOn & FOerster › 2012 M+A AnnuAL review

GlobAl loGistic ProPerties

11 MOrrisOn & FOerster

We continue to represent intel corporation in its strategic growth plan. In 2012, we represented Intel on a number of strategic acquisitions, including the $4.1 billion acquisition of Asml, a Dutch chip manufacturer; the $375 million acquisition of 1,700 patents and patent applications from interdigital, a developer of wireless technologies; the acquisition of certain intellectual property and other assets from supercomputer maker cray inc.; the $125 million acquisition of parts of the infiniband business of qlogic corporation; and the negotiation of a strategic deal with France telecom for the supply of intel-based smartphones for the uK and French markets.

MOrrisOn & FOerster › 2012 M+A AnnuAL review

intel

12 MOrrisOn & FOerster

We represented long-standing client raymond James Financial, inc. in its $1.2 billion acquisition of morgan Keegan from Regions Financial Corporation. The firm assisted Raymond James with various securities offerings to fund the acquisition, as well as with necessary regulatory approvals. The transaction creates the largest full-service wealth management and capital markets firm not headquartered on Wall Street. For Raymond James, which has grown organically during its 50-year history, this transaction represents an important milestone and has been acknowledged by M&A Advisor and other third parties as one of the most significant financial services acquisitions of 2012.

MOrrisOn & FOerster › 2012 M+A AnnuAL review

rAymond JAmes

13 MOrrisOn & FOerster MOrrisOn & FOerster › 2012 M+A AnnuAL review

soFtbAnK

We represented softbank corp. in its acquisition of a 70% stake in wireless operator sprint for $20.1 billion. The enterprise value of the transaction is approximately $45 billion, making it the largest announced U.S. M&A transaction of 2012. The deal is also the largest transaction in Japan’s history and the largest outbound investment ever from Asia. We are also representing softbank in sprint’s proposed $2.2 billion acquisition of the 50% of clearwire that it does not already own.

14 MOrrisOn & FOerster

We represented sonora mills, maker of the healthy snack popchips, in a transaction that included the sale by private equity firm tsG consumer Partners of its stake in San Francisco-based popchips to verlinvest, a Belgian-based private equity group that was founded to manage the family wealth created by Interbrew (InBev). Interbrew is now ABI (Anheuser-Busch InBev). Verlinvest has a history of success with investments in a number of entrepreneurial beverage companies, including Vita Coco, Hint, and Sambazon. TSG Consumer Partners is known for its profitable investment in a number of food and beverage companies, including Vitaminwater and Voss Water. Although the size of the transaction has not been disclosed, the investment in popchips has been reported to be one of Verlinvest’s largest deals ever.

sonorA mills

MOrrisOn & FOerster › 2012 M+A AnnuAL review

We represented toshiba tec, Japan’s leading maker of point-of-sale systems and related technology for retailers, in its acquisition of ibm’s retail store solutions business, which offers retail point-of-sale solutions worldwide. The transaction will establish Toshiba Tec as a leading global company offering high-quality solutions and expand its presence in the worldwide retail market.

MOrrisOn & FOerster › 2012 M+A AnnuAL review

tosHibA tec

We represented Wacoal Holdings corp., a Japanese lingerie maker, in its acquisition of eveden ltd, a leading supplier of fuller-bust and full-figure lingerie and swimwear brands in the UK, from Lloyds Development Capital. The acquisition of Eveden, a company that has established a leading presence in the key markets of Europe, North America, and Australia, will significantly accelerate Wacoal’s global expansion strategy.

MOrrisOn & FOerster › 2012 M+A AnnuAL review

WAcoAl

WAlmArt

We represented Walmart’s Global e-commerce division in its increased investment in china e-commerce business yihaodian. The transaction is one of the largest inbound investments to china announced in 2012. Yihaodian is one of the most rapidly growing B2C websites in China, where the e-commerce market is expected to rival the size of the U.S. e-commerce market by 2016. Yihaodian has 24 million registered users, and offers same-day delivery to customers in Beijing, Guangzhou, and Shanghai, as well as next-day delivery to customers in more than a hundred cities in China. The transaction brings Walmart’s total ownership stake in Yihaodian to 51%.

MOrrisOn & FOerster › 2012 M+A AnnuAL review

Advanced Chemicals + Materials

Aviation + Aerospace

Carbon Capture, Regulation + Markets

Cleantech

Communications Technology

Consumer Products

Defense + Government Services

Electronics

Energy + Natural Resources

Energy Efficiency + Intelligence

Financial Institutions + Financial Services

Healthcare

Information Technology

Insurance

Internet, Media + Entertainment

Life Sciences

Nanotechnology

Pharmaceuticals + Medical Devices

Real Estate

Renewable Energy

Semiconductors

Software

Telecommunications

Transportation

industry listinG

MOrrisOn & FOerster › 2012 M+A AnnuAL review

¥ 387 MillionTender offer for all

outstanding shares of Internix

Counsel toAvnet

$80 MillionTender offer for all

outstanding shares of Internix Inc.

Counsel to Avnet

$415 MillionAcquisition of

Lascelles deMercado & Co. by Gruppo Campari

Counsel to Gruppo Campari

$415 MillionAcquisition of

Lascelles deMercado & Co. by Gruppo Campari

Counsel to Gruppo Campari

rePresentAtive 2012 deAls

$362.3 MillionAcquisition of

Walbro Engine ManagementCounsel to DIG EH Hotel LLC,

a subsidiary of Dubai Investment Group

$362.3 MillionSale of JW Marriott Essex House Hotel

Counsel to DIG EH Hotel LLC, a subsidiary of Dubai

Investment Group

Acquisition of Xigo, L.L.C.Counsel to

Dimension Data

$40 MillionTerms Not DisclosedAcquisition of

Xigo, LLC Counsel to

Dimension Data

Terms Not DisclosedAcquisition of SBI Holdings’

40% ownership interest in the Wall Street Journal Japan K.K.

Counsel to Dow Jones & Company

Terms Not DisclosedAcquisition of

Eastern Research Group, Inc.Counsel to

NEK Acquisition LLC

NEK ACqUiSiTioN

LLCTerms Not Disclosed

Acquisition of Defi btech, LLC

Counsel to Nihon Kohden

Terms Not DisclosedAcquisition of Defibtech, LLC

Counsel to Nihon Kohden Corporation

Merger with ATS Corporation

Counsel to Salient Federal Solutions

$73 Million$74 MillionMerger with

ATS CorporationCounsel to

Salient Federal Solutions

Terms Not Disclosed

Acquisition of Spinning Spur Wind Rancha from Cielo Wind Services, Inc.

Counsel to enXco Development Corporation

Terms Not DisclosedAcquisition of Spinning Spur Wind Ranch from

Cielo Wind Services, Inc.Counsel to enXco

Development Corporation

Terms Not Disclosed

Acquisition of Bobcat Bluff Wind Project from

Element Power US, LLCCounsel to enXco

Development Corporation

Terms Not DisclosedAcquisition of Bobcat Bluff

Wind Project from Element Power US, LLC

Counsel to enXco Development Corporation

Terms Not DisclosedAcquisition by

Bionomics LimitedCounsel to

Eclipse Therapeutics

Terms Not DisclosedAcquisition by

Bionomics Limited Counsel to

Eclipse Therapeutics

Terms Not Disclosed

Acquisition of Anshin Software Pvt. Ltd.

Counsel toNomura Research Institute,

Ltd.

Terms Not DisclosedAcquisition of

Anshin Software Pvt. Ltd.Counsel to Nomura Research

Institute, Ltd.

Terms Not Disclosed

Acquisition of Diners Clubby Bank of Montreal

Counsel to Bank of Montreal

$19.4 BillionAcquisition of Nexen Inc.

by CNOOC Ltd. Counsel to BMO Capital Markets,

financial advisor to CNOOC

Terms Not DisclosedAcquisition of Link_A_Media

by SK Hynix Inc.Counsel to

Link_A_Media

Terms Not DisclosedAcquisition of

HBGary FederalCounsel to ManTech

International Corporation

$370 MillionAcquisition by Verisk

Analytics, Inc.Counsel to

MediConnect Global, Inc.

$74 MillionAcquisition of 1st Auto

Transport Directory, Inc. by DealerTrack Inc.

Counsel to 1st Auto Transport Directory, Inc.

1ST AUTo TrANSporT

DirECTorY, iNC.

$20.1 BillionAcquisition of 70% of

Sprint NextelCounsel to SOFTBANK

$20.1 BillionAcquisition of 70% of

Sprint NextelCounsel to SoftBank

$16 BillionAcquisition of

Archstone PortfolioFrom Lehman Brothers

Counsel toEquity Residential

$16 BillionAcquisition of

Archstone Portfolio from Lehman Brothers

Counsel to Equity Residential

$4.42 BillionAcquisition of

HealthCare Partners, LLCCounsel to DaVita Inc.

$4.42 BillionAcquisition of

HealthCare Partners, LLC Counsel to DaVita Inc.

$4.1 BillionInvestment in

ASMLCounsel to

Intel Corporation

$375 MillionAcquisition of patents and patent applications from

InterDigitalCounsel to Intel Corporation

$390 MillionInvestment in Molycorp, Inc.

Counsel to Molibdenos y Metales S.A.

$390 MillionInvestment inMolycorp, Inc.

Counsel to Molibdenos y Metales S.A.

$80 MillionAcquisition of

PDI Ninth HouseCounsel toKorn/Ferry

Acquisition by Juniper Networks, Inc.

Counsel to Mykonos Software, Inc.

$80 Million$80 MillionAcquisition by

Juniper Networks, Inc. Counsel to

Mykonos Software, Inc.

Terms Not Disclosed

Majority Stake Acquisition in subsidiaries of Afi nsa by

Spectrum Group InternationalCounsel to Afi nsa Bienes

Tangibles, S.A.

$51.2 MillionMajority stake acquisition in subsidiaries of Afinsa by

Spectrum Group International Counsel to Afinsa Bienes

Tangibles, S.A.

$47.5 MillionAcquisition by

RF Micro Devices Counsel to

Amalfi Semiconductor

$47.5 MillionAcquisition by

RF Micro DevicesCounsel to

Amalfi Semiconductor

$750 ThousandAcquisition of Moo Print Ltd.

Counsel to HiiDef Inc.

Terms Not DisclosedAcquisition of Moo Print Ltd.

Counsel to HiiDef Inc.

$170 MillionAcquisition by

Abcam PLCCounsel to

Epitomics International Inc.

$170 MillionAcquisition by

Abcam plcCounsel to

Epitomics International Inc.

$60 MillionAcquisition of

Socialcam, Inc. Counsel to

Autodesk, Inc.

$60 MillionAcquisition of

Socialcam, Inc.Counsel to

Autodesk, Inc.

Terms Not Disclosed

Acquisition of Fitz Manufacturing Industries

Counsel to Novaria Group, aerospace investment

platform of Satori Capital

Terms Not DisclosedAcquisition of

Fitz Manufacturing IndustriesCounsel to Novaria Group,

aerospace investment platform of Satori Capital

Terms Not Disclosed

Acquisition of CubeLogic Limited

Counsel toOpenLink Financial LLC

Terms Not DisclosedAcquisition of

CubeLogic Limited Counsel to

OpenLink Financial LLC

Terms Not Disclosed

Acquisition of substantially all assets of

GameTech International, Inc.Counsel to

FortuNet, Inc.

Terms Not DisclosedAcquisition of

substantially all of the assets of GameTech International, Inc.

Counsel to FortuNet, Inc.

Terms Not Disclosed

Acquisition of Nistica

Counsel toFujikura, Ltd.

Terms Not DisclosedAcquisition of

Nistica Counsel to

Fujikura Inc.

Terms Not DisclosedSale of Copiun, Inc. to

Good TechnologyCounsel to Copiun investors

Novak Biddle

$40.7 MillionAcquisition of

Durr Marketing Associates and Azales Color Company

Counsel to Omya Distribution LLC

$2.8 BillionAcquisition of

Ameristar Casinos, Inc.Counsel to

Pinnacle Entertainment

$3 BillionPending sale of mortgage

servicing business to Ocwen Financial and Walter

Investment ManagementCounsel to Residential

Capital LLC

$2.2 BillionAcquisition of 48% of

Clearwire by Sprint NextelCounsel to SOFTBANK

$2.2 BillionAcquisition of 48% of

Clearwire by Sprint NextelCounsel to SoftBank

$1.55 BillionAcquisition of

Peninsula Gaming LLCCounsel to

Boyd Gaming

Terms Not DisclosedAcquisition of

App Any Studios, Inc.Counsel to GREE, Inc.

Terms Not DisclosedAcquisition of

App Any Studios, Inc. Counsel to GREE, Inc.

$350 MillionAcquisition of 498 patent

assets fromMIPS Technologies

Counsel to Allied Security Trust

$350 MillionAcquisition of

498 patent assets from MIPS Technologies

Counsel to Allied Security Trust

$46 MillionDivestiture of In-Space Propulsion business to

Moog, Inc.Counsel to

American Pacifi c Corporation

$46 MillionDivestiture of In-SpacePropulsion business to

Moog, Inc.Counsel to

American Pacific Corporation

$243 MillionAcquisition of

Eveden LtdCounsel to

Wacoal Holdings Corp.

$243 MillionAcquisition of Eveden LtdCounsel to

Wacoal Holdings Corporation

$210 MillionAcquisition of Funzio, Inc. Counsel to GREE, Inc.

$210 MillionAcquisition of Funzio, Inc.Counsel to GREE, Inc.

Terms Not DisclosedSale to Rich Products

Counsel to f’real Foods

ESTIMATED

$2.3 BillionAcquisition of eAccess

Counsel to SOFTBANK Corp.

$2.3 BillionAcquisition of

eAccess Counsel to SoftBank

Terms Not DisclosedAcquisition of Centerstance Counsel to NTT Data

$175 MillionSale of

Dexter Axle division to an affi liate of The Sterling Group

Counsel to Tomkins

$360 MillionSale of Dexter Axle Division

to an affiliate of The Sterling Group Counsel to Tomkins

£41 MillionAcquisition of

P.R. Singleton Limited Counsel to

IGas Energy plc

$65.9 MillionAcquisition of

P.R. Singleton LimitedCounsel to

IGas Energy plc

rePresentAtive 2012 deAls

$154 MillionSale of ARINC’s Defence Systems Engineering and

Support Division to Booz Allen Hamilton

Counsel to ARINC Inc.

$154 MillionSale of ARINC’s Defense Systems Engineering and

Support Division to Booz Allen Hamilton

Counsel to ARINC Inc.

Terms Not Disclosed

Acquisition ofManzana Products

Counsel to Agrial Groupe S.A.

Terms Not DisclosedAcquisition of

Manzana Products Counsel to

Agrial Groupe, S.A.

Terms Not DisclosedAcquisition of assets that make up the DNA testing operation of Sorenson Molecular Genealogy

Foundation Counsel to Ancestry.com

$167 MillionAcquisition of

Thomas Medical Products by Merit Medical Systems

Counsel to Raymond James, financial advisor to

Merit Medical Systems

Terms Not Disclosed

Share-for-Share merger of Opnext with Oclaro

Counsel to Hitachileading shareholder of Opnext

Terms Not DisclosedShare-for-share merger of

Opnext with Oclaro Counsel to Hitachi,

leading shareholder of Opnext

Terms Not Disclosed

Acquisition of Space Computer Corporation

Counsel toITT Exelis

Terms Not DisclosedAcquisition of

Space Computer Corporation Counsel to ITT Exelis

Merger with ATS Corporation

Counsel to Salient Federal Solutions

$73 MillionTerms Not DisclosedAcquisition of List Innovative

Solutions, Inc. Counsel to

Salient Federal Solutions

€19.5 MillionAcquisition of

Ongame Network Ltd.Counsel to

Shuffl e Master

$40 MillionAcquisition of

Ongame Network Ltd.Counsel to

Shuffle Master

Terms Not Disclosed

Acquisition of Rsignia, Inc.Counsel to

KEYW Corporation

Terms Not DisclosedAcquisition of Rsignia, Inc. Counsel to

KEYW Corporation

Terms Not Disclosed

Sale byKRG Capital Partners

Counsel to Tronair Holdings, Inc.

Terms Not DisclosedSale by

KRG Capital PartnersCounsel to

Tronair Holdings, Inc.

Acquisition of Symbiotic Technologies Ltd.

Counsel to ThreatMetrix

Terms Not DisclosedTerms Not DisclosedAcquisition of

Symbiotic Technologies Ltd.Counsel to

ThreatMetrix

Acquisition of MTS Medication Technologies, Inc.

by Omnicell, Inc.Counsel to Stifel Nicolaus,

fi nancial advisor to Omnicell, Inc.

$156 Million$156 MillionAcquisition of MTS

Medication Technologies, Inc. by Omnicell Inc.

Counsel to Stifel Nicolaus, financial advisor to

Omnicell Inc.

$44 Million363 Sale to

American Industrial Partners Counsel to

Hampson Industries

$44 MillionSection 363 sale to

American Industrial PartnersCounsel to

Hampson Industries Plc

$148 MillionAcquisition of

SRS Labs, Inc. by DTS, Inc.Counsel to

Centerview Partners, financial advisor to DTS, Inc.

$939 MillionAcquisition of Standard

Microsystems Corporation by Microchip Technology Inc.Counsel to Qatalyst Partners,

financial advisor to SMSC

Terms Not DisclosedAcquisition of

HumanConcepts Counsel to

ManTech Saba Software

$43.5 MillionAcquisition of Network

Equipment Technologies, Inc.Counsel to

JMP Securities

$1.5 BillionPending sale of

whole loan portfolio to Berkshire Hathaway Inc.

Counsel to Residential Capital LLC

$1.3 BillionAcquisition by Nielsen

Holdings N.V.Counsel to Arbitron

$1.2 BillionAcquisition of

Morgan Keegan & Co. Counsel to

Raymond James Financial

$125 MillionAcquisition of the

InfiniBand Business of QLogic Corporation

Counsel to Intel Corporation

Terms Not DisclosedStrategic Deal with

France TelecomCounsel to Intel Corporation

Terms Not DisclosedAcquisition of certain

intellectual property and other assets from Cray Inc.

Counsel to Intel Corporation

Terms Not Disclosed

Acquisition of TSG Cosumer Product’s stake by Verlinvest

Counsel toSonora Mills d/b/a Popchips

Terms Not DisclosedAcquisition of TSG Consumer Product’s stake by Verlinvest

Counsel to Sonora Mills d/b/a Popchips

$1.4 BillionJoint venture to acquire

40 properties in Brazil from funds managed by Prosperitas

Counsel to GLP

rePresentAtive 2012 deAls

Terms Not DisclosedAcquisition of

We’re Related LLC Counsel to

Ancestry.com

$650 MillionAcquisition ofRetalix Ltd.Counsel to

NCR Corporation

$112.5 MillionSale of KES to

Specialty Steel, Inc.Counsel to

ALJ Regional Holdings, Inc.

$112.5 MillionSale of KES Acquisition Company to Optima Specialty Steel, Inc.

Counsel to ALJ Regional Holdings, Inc.

$430 MillionTender offer by

Fuji Media Counsel to

The Sankei Building Co., Ltd.

$430 MillionTender offer by

Fuji MediaCounsel to

The Sankei Building Co., Ltd.

Acquisition of EKR Therapeutics by

Cornerstone Therapeutics Inc.Counsel to Stifel Nicolaus,

fi nancial advisor to Cornerstone Therapeutics Inc.

$125 Million$125 MillionAcquisition of

EKR Therapeutics by Cornerstone Therapeutics Inc.

Counsel to Stifel Nicolaus, financial advisor to

Cornerstone Therapeutics Inc.

Terms Not Disclosed

Acquisition of Crystal IS

Counsel to Asahi Kasei

Terms Not DisclosedAcquisition of Crystal IS Inc.

Counsel to Asahi Kasei

Terms Not Disclosed

Sale of 70 percent of equity interest in

Trimas CorporationCounsel to

Arminak & Associates

Terms Not DisclosedSale of 70% of equity in TriMas Corporation

Counsel to Arminak & Associates

Netstar-1’s Merger with Whitney, Bradley & BrownCounsel to KippsDeSanto,

fi nancial advisor to Whitney, Bradley & Brown

Value Not DisclosedTerms Not DisclosedNetstar-1’s merger with

Whitney, Bradley & BrownCounsel to KippsDeSanto,

financial advisor to Whitney, Bradley & Brown

Terms Not DisclosedAcquisition of

recruiting business of Avature USA, LLC and

Avature Argentina S.R.L.Counsel to Korn/Ferry

Terms Not DisclosedAcquisition of

Global Novations, LLC Counsel to Korn/Ferry

Terms Not DisclosedSale of Vandasoft Technology

Holdings, Ltd., to PCCW

Counsel toAvnet

Terms Not DisclosedSale of Vandasoft Technology

Holdings, Ltd. to PCCW Counsel to

Avnet

Terms Not Disclosed

Sale of Lennox Hearth Products LLC and Cheminées

Sécurité International LtéeCounsel to

Lennox Industries Inc.

Terms Not DisclosedSale of Lennox Hearth

Products LLC and Cheminées Sécurité International Ltée

Counsel to Lennox Industries Inc.

Terms Not Disclosed

Sale of institutional trust business to

U.S. Bank National Association

Counsel to Union Bank, N.A.

Terms Not DisclosedSale of institutional trust

business to U.S. Bank, N.A. Counsel to

U.S. Bank, N.A.

$1.3 BillionJoint venture with

Metropolitan Life Insurance Company to own a portfolio

of 12 apartment projectsCounsel to UDR, Inc.

Terms Not DisclosedJoint venture with

Metropolitan Life Insurance Company to own a portfolio of

12 apartment buildings Counsel to UDR, Inc.

$551 MillionAcquisition of blood filtration assets of Pall Corporation by

Haemonetics CorporationCounsel to Centerview Partners, financial advisor to Haemonetics

$550 MillionDevelopment and

commercialization agreement with Merck KGaA

Counsel to Threshold Pharmaceuticals

Terms Not DisclosedSale of Photozou to Digital Garage Inc.

Counsel to Zynga Japan KK

Terms Not DisclosedAcquisition of

Western Alliance Bancorporation

Counsel to Western Liberty Bancorp

$850 MillionAcquisition of IBM’s Retail Store Solutions BusinessCounsel to Toshiba Tec

$15 MillionAcquisition of

4Kids Entertainment Inc. Counsel to

Konami Corp.

Terms Not DisclosedAcquisition of Yu-Gi-Oh! TV license rights from

4Kids Entertainment Inc. Counsel to

Konami Corporation

Terms Not DisclosedIncreased investment

in YihaodianCounsel to Walmart’s

Global e-Commerce Division

$100 MillionAcquisition byMallinckdrodt

Counsel to CNS Therapeutics, Inc.

$100 MillionAcquisition by Mallinckrodt Counsel to

CNS Therapeutics, Inc.

$84 MillionAcquisition of Northcliffe

Media from DMETCounsel toLocal World

Sale to Covidien plcCounsel to Newport Medical Instruments

$108 Million$108 Million

Sale to Covidien plc Counsel to

Newport Medical Instruments

Terms Not DisclosedAcquisition of

Walbro Engine ManagementCounsel to

The Carlyle Group

Terms Not DisclosedAcquisition of

Walbro Engine ManagementCounsel to

The Carlyle Group

rePresentAtive 2012 deAls

©2013 MOrrisOn & FOerster LLP, MOFO.COM