Alpharetta’s ChoicePoint Inc. announced in February that it had agreed to be acquired by Dutch-British information provider Reed Elsevier Group PLC for $3.4 billion. But six months later, the deal still hasn’t received clearance from federal regulators.

The reason: the Committee on Foreign Investment in the United States (CFIUS) keeps asking for more time to complete its review of the deal.

As outlined in the Exon-Florio provision of the Defense Production Act of 1950, CFIUS reviews the terms of certain transactions in which U.S. companies are taken over by foreign companies. CFIUS scrutinizes deals for possible threats to national security.

Both ChoicePoint and Reed Elsevier’s businesses have a connection to national security. The companies perform background checks on personnel and data searches for U.S. government agencies.

CFIUS has the power to quash deals. Bain Capital Partners and Huawei Technologies this year called off their planned purchase of 3Com because of CFIUS concerns. Check Point Software Technologies of Israel called off its acquisition of Sourcefire for the same reason.

CFIUS is chaired by the U.S. Treasury Secretary, currently Henry Paulson. The panel also includes representatives from the departments of Defense, State, Commerce and Homeland Security. In the release last week of its second-quarter financial results, ChoicePoint disclosed that, after meeting with Treasury officials, it was compelled to file with CFIUS a notice on the proposed deal for a second time. CFIUS now expects to complete its review of the ChoicePoint-Reed Elsevier combination by the middle of September, according to a ChoicePoint news release.

The delay has some investors worried.

More...

Luis A. Aguilar was sworn in on Thursday as the newest commissioner at the U.S. Securities and Exchange Commission.

In a brief ceremony at the SEC’s regional office on Lenox Road in Atlanta, Aguilar took his oath from Clayton County (Ga.) Superior Court Judge Matthew O. Simmons, whom Aguilar described as a law school classmate and a long-time friend.

Aguilar will also have a second swearing-in ceremony in Washington, but the soon-to-be former McKenna Long & Aldridge partner said he wanted Atlanta to host a swearing-in as a way for him to pay tribute to where he began his legal career. Aguilar will also maintain a satellite SEC office in Atlanta, in addition to his official office in the District of Columbia.

Aguilar’s ceremony was attended by numerous members of the SEC’s Atlanta staff, as well as members of the local securities bar and other attorneys. Some of those in attendance were U.S. Attorney David Nahmias; Atlanta SEC regional director Kit Addleman; DeKalb State Court Judge Antonio DelCampo; Paul, Hastings, Janofsky & Walker partner Walt Jospin; Powell Goldstein partner Scott Sorrels; Schiff Hardin partner Michael Wolensky; and McKenna Long partner David Brown.

King & Spalding partner Paul K. Ferdinands is advising Stratus Group Inc. on its bankruptcy reorganization.

Morris, Manning & Martin partners Frank W. DeBorde and David W. Cranshaw are representing the official unsecured creditor’s committee.

Stratus Group , based in the Albany suburb of Leesburg, Ga., is engaged in the business of automobile leasing, according to filings made with the U.S. Bankruptcy Court for the Middle District of Georgia. Stratus Group conducts business under the names Freeway Auto Credit and Xpressway Auto Credit. Stratus Group said it has debts ranging between $10 million and $50 million, and assets in the same price range.

Several other Georgia attorneys are representing creditors in the case. Paul, Hastings, Janofsky & Walker partner Jesse H. Austin III is advising Leedom Financial Services Inc. Atlanta attorney James C. Frenzel is representing Prime Rate Premium Financial Corp. Edgar W. “Whit” Duskin Jr. and David A. Garland of Moore, Clarke, DuVall & Rodgers in Albany are counsel to Advance Business Funding LLC. Valdosta attorney David M. Wolfson is advising Ameris Bank.

Two Morris, Manning & Martin attorneys were counsel to a Florida maker of lithium polymer batteries on a round of financing.

BlueCrest Capital Finance LP served up $5 million in senior debt for Solicore Inc., and a group of existing investors ponied up an additional $2 million in convertible subordinated debt for Solicore. MMM partner David Calhoun and associate Christopher Maxwell, both in Atlanta, advised Solicore. BlueCrest, a Chicago-based investment firm, relied on in-house counsel, Calhoun said.

The group of existing investors in Solicore who participated in the new financing round included Draper Fisher Jurvetson of Menlo Park, Calif.; the venture-capital arm of Ontario Power Generation of Toronto; and Firelake Capital Management of Palo Alto, Calif.

Solicore, of Lakeland, Fla., makes ultra-thin, flexible solid-state electrolyte batteries, under the Flexion brand name, used in computerized credit cards, medical devices and radio-frequency identification tags.

Alston & Bird has been retained by troubled mortgage lender IndyMac Bancorp Inc. To what extent Alston is working for IndyMac, however, is unclear.

IndyMac, which was shut down by the federal government earlier this month, hired Alston partner Dwight C. Smith III to advise the company on a number of issues, “including the transfer of its assets to the government,” according to British publication TheLawyer.com.

Smith, reached at his Washington office, declined to comment. Tony Wilbert, a senior vice president with Edelman who serves as an Alston spokesman, also declined to comment.

Alston’s Smith practices in the area of bank regulatory matters. Before joining Alston he was deputy chief counsel at the U.S. Office of Thrift Supervision.

TheLawyer.com also said that Alston is “expected to have a role advising [IndyMac’s] directors and executives in relation to a current investigation by the Federal Bureau of Investigation into possible mortgage fraud.”

IndyMac, a regulated thrift based in Pasadena, Calif., was closed by the Office of Thrift Supervision on July 11 and placed into receivership with the Federal Deposit Insurance Corp. The OTS transferred the assets and some liabilities of IndyMac Bank to a new institution called IndyMac Federal Bank.

IndyMac had been hammered by defaults on its mortgages; earlier this year, depositors pulled $1.3 billion from the bank during an 11-day period. IndyMac, which had been the largest savings-and-loan association in Southern California, was one of the largest bank failures in U.S. history.

FDIC Chairwoman Sheila Bair last week said that FDIC intends to sell all of IndyMac’s assets to a single buyer, Bloomberg News reported.

Alston has done work previously for IndyMac. Alston partner Michael L. Stevens in Atlanta in 2007 advised IndyMac on a securities sale.

Atlanta attorney Mike Siavage advised Brightree LLC on obtaining a venture capital investment from Battery Ventures of Massachusetts. Brightree and Battery Ventures did not disclose the size of the investment.

Siavage, whose three-man firm is called Siavage Law Group, said he’s been outside counsel to Brightree since the company was formed in 2001. Siavage advised Brightree on corporate and intellectual property aspects of the transaction with Battery Ventures.

Siavage said he hasn’t seen a slowdown in venture-capital transactions, in spite of general economic weakness.

“We’re kind of recession-proof,” Siavage said.

Brightree, headquartered in Duluth, makes software used by companies in several healthcare-related industries, including home medical equipment, and orthotics and prosthetics. Its software is used in inventory management and claims processing. Brightree said in a press release that it’s the second-largest filer of Medicare claims in the U.S. Some of Brightree’s customers include of Extrakare LLC of Norcross and MaxCare Bionics of Indianapolis.

Battery Ventures, of Waltham, Mass., specializes in making investments in upstart technology companies. Its investment portfolio has included Akamai Technologies, Cbeyond, Focal Communications and others. Cooley Godward Kronish advised Battery Ventures on its investment in Brightree.

King & Spalding partner Nikki Reeves and counsel Connie Fore Dotzenrod were regulatory counsel to General Electric Co. on its $860 million purchase of Vital Signs Inc.

GE bought Totowa, N.J.-based Vital Signs to expand its offering of anesthesia and respiratory products. GE will combine Vital Signs with its GE Healthcare unit. GE Healthcare makes ultrasound scanners, cardiology monitors and other products.

Dotzenrod, based in Atlanta, is a member of King & Spalding’s healthcare practice group. Reeves works in the firm’s Food and Drug Administration practice group in Washington. Allen & Overy partner Peter Harwich in New York was corporate counsel to GE. Lowenstein Sandler was corporate adviser to Vital Signs.

A Gwinnett County company that makes treatment devices for prostate cancer this month nailed down an acquisition agreement. If it closes, it will be Theragenics Corp.’s third acquisition in four years. Powell Goldstein partner Rick Miller has been there for all of the deals.

Miller [see photo, right] was lead corporate counsel to Theragenics, of Buford, on its agreement to purchase NeedleTech Products Inc. of Attleboro, Mass. for $47.8 million in cash. NeedleTech makes specialty needles used in cardiology, orthopedic, endoscopy, urology and other medical markets.

Miller’s team included Powell Goldstein partners Robert Lewinson and Paul Concannon and associates Amanda Norcross and Toby Butler. Miller worked with Theragenics general counsel Tracy C. Caswell, a former Powell Goldstein attorney.

In 2005 Theragenics acquired medical-device maker CP Medical for $19 million. And in 2006, Theragenics’ target was Galt Medical Corp., which was bought for $34 million.

McKenna Long & Aldridge partner Luis Aguilar will break with tradition when he’s formally appointed a commissioner of the Securities and Exchange Commission.

Aguilar’s official swearing-in will be in Atlanta—not Washington, where the SEC is headquartered. Aguilar wanted the SEC’s Atlanta office to be the site of his swearing-in because that’s where he began his legal career, said Kit Addleman, SEC regional director in Atlanta.

“This is his way of providing a tribute to his roots here, to his beginnings as a young staff SEC lawyer,” Addleman said.

The swearing-in, by invitation only, is scheduled for Thursday, July 31 at 9 a.m. Aguilar will also have an unofficial swearing-in at the SEC offices in Washington, Addleman said.

Elisse B. Walter was sworn in as SEC commissioner on July 9 at the SEC's headquarters in Washington.

Aguilar’s primary office will be in Washington, but he will also maintain a satellite office in the Atlanta SEC office. That’s not uncommon, Addleman said. Other SEC commissioners have done the same: former commissioner Roel Campos maintained an office in Houston and former commissioner Norman S. Johnson kept an office in Salt Lake City.

Aguilar said that when he officially becomes an SEC commissioner, he’ll resign as a partner of McKenna Long & Aldridge, as per SEC rules.

Sometimes an M&A lawyer’s book of business can take a hit if his client is acquired by a company that relies on a different lawyer for future transactional work.

But relationships matter, and if an in-house counsel at the acquired company gets a new job, the M&A lawyer may continue to get business—just for a new client.

That appears to be what happened with Alston & Bird partner Scott Ortwein [see photo, left] and former Alston corporate partner Craig Apolinsky.  Ortwein was co-lead counsel to poultry producer Gold Kist Inc. during its 2006 negotiations with Pilgrim’s Pride Corp. on the terms of a buyout. During those negotiations, Apolinsky was senior attorney and deputy general counsel at Gold Kist.

After Pilgrim’s Pride’s $1.24 billion purchase of Gold Kist closed in January 2007, Apolinsky was hired as general counsel of Merge Healthcare Inc. of Milwaukee. In May of this year, when Merge Healthcare secured a $16.6 million investment from Merrick Ventures LLC of Chicago, Ortwein was the company’s outside counsel on the transaction.

Ortwein noted that the firm had represented companies at which Merge Healthcare’s previous CEO and CFO had worked—in addition to Apolinsky.

Apolinsky said he was among several people who decided to hire Alston & Bird for the job.

Merrick Ventures’ investment in Merge Healthcare came amid turmoil at the software company. Within the past two years, Merge Healthcare has had four different chief executives. As part of its investment, Merrick Ventures said that its managing partner, Justin Dearborn, would become Merge Healthcare’s chief executive.

McDermott Will & Emery advised Merrick Ventures on its investment in Merge Healthcare.