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Lee D. Charles
Partner

Corporate
30 Rockefeller Plaza
New York, New York 10112-4498
United States of America
Phone: 212.408.2505
Fax: 212.259.2505
Education and Honors
J.D. (cum laude), Georgetown University Law Center, 1988
Associate Editor, The Tax Lawyer

B.A. (with distinction), political science, State University of New York at Binghamton, 1985

Listed in The Best Lawyers in America, 2009 - 2010

Named 'Client Service All-Star' in BTI's 2010 Client Service Survey


Admissions and Affiliations

New York State Bar

AHRC Business Advisory Board


Practice Areas

Concentration

Mergers and acquisitions, joint ventures, securities law compliance, corporate governance and general corporate matters, with a focus in the media, chemical and technology industries

Summary

Lee D. Charles is partner in charge of the New York office of Baker Botts. He has devoted more than 20 years to representing publicly held and privately owned companies in mergers and acquisitions, joint ventures and capital-raising activities, both in the United States and internationally.

Mr. Charles represents numerous industry leaders as well as emerging companies in a variety of industries, including cable television; chemical; industrial products; media and communications; sports and entertainment; and technology.

In addition to his transactional work, Mr. Charles regularly counsels public companies and their directors, officers and board committees in connection with a wide variety of matters, including compliance with federal securities laws, corporate governance, Sarbanes-Oxley compliance and executive employment arrangements. He has advised special committees and corporate boards in several "going private" and other transactions involving control shareholders.

Representative Engagements

Mediacom Communications Corporation

  • $180 million exchange of assets and cash in a transaction structured as a "cash-rich split-off"
  • $350 million Rule 144A private offering of senior notes and simultaneous tender offer to repurchase $625 million of outstanding senior notes

Red Man Pipe & Supply Company

  • Combination with McJunkin Corporation

Liberty Media Corporation

  • Acquisition of Provide Commerce, Inc.
  • Acquisition of Liberty Digital, Inc.
  • Acquisition of a controlling interest in Home Shopping Network, Inc., through a private stock purchase and partial tender offer
  • Acquisition of Ascent Entertainment Group, Inc.
  • Formation of a strategic partnership with Barry Diller and Comcast Corporation with respect to their controlling interest in QVC
  • Investments in Emmis Communications, Inc. and Alloy, Inc.

Akzo Nobel, N.V.

  • Acquisition of Chemcraft International, Inc.
  • Sale of joint venture interest in Flexsys, N.V., a manufacturer and supplier of rubber processing chemicals
  • Sale of organophosphorus chemical division
  • Acquisition of Covance Biotechnology Services, Inc.
  • Acquisition of the marine and aerospace coatings business of U.S. Paint Corporation
  • Acquisition of the U.S., Chinese and Korean powder coatings business of Ferro Corporation
  • Acquisition of coatings business of Dexter Corporation

YankeeNets, LLC

  • Formation of the Yankees Entertainment and Sports (YES) Network and sale of a significant stake to Goldman Sachs

NBA Houston Rockets

  • Formation of a regional sports television network
  • Licensing of media rights of Rockets and Astros to Fox Sports

OpenTV Corp.

  • Acquisitions of Wink Communications, Inc., ACTV, Inc., BettingCorp Ltd. and CAM Systems LLC

Discovery Communications, Inc.

  • Acquisitions of The Learning Channel, Inc. and Network USA, Inc.

TVG Network

  • Investment in Youbet.com, Inc.
  • Licensing arrangements with Churchill Downs Incorporated
  • Joint bid with the New York Racing Association to acquire the assets of New York City Off-Track Betting Corporation

Tele-Communications, Inc.

  • Acquisition of substantially all of Viacom Inc.'s cable television systems
  • Acquisition of RequestTV, a pay-per-view provider
  • Acquisition of Kearns-Tribune Corporation, the publisher of The Salt Lake Tribune
  • Restructuring of its investment in Turner Broadcasting System, Inc.
  • Acquisition of United Artists Entertainment, Inc.

Publications, Speeches and Presentations

Publications

  • "Interactive TV Growing More Complex," New York Law Journal's Silicon Alley Supplement, Business and Legal Considerations Involving Interactive Television, March 2001 (Frederick H. "Buzz" McGrath, co-author)