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IHS to Buy Owner of Carfax Used-Car Data Service

ENGLEWOOD, Colo.--()--IHS Inc. (NYSE:IHS), the leading global source of critical information and analytics, today announced it has signed a definitive agreement to acquire R.L. Polk & Co., a recognized leader in providing automotive information and analytics solutions. The acquisition is subject to customary closing conditions, including expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976.

A conference call and webcast with IHS leadership to discuss details of the intent to acquire R.L. Polk & Co. will be conducted Monday, June 10 at 6:00 a.m. MDT/8:00 a.m. EDT. To hear the live event, open to investors and the news media, visit the IHS website at http://investor.ihs.com and log on at least 15 minutes prior to the start of the webcast.

Supplemental materials regarding the transaction will be posted to the IHS website at http://investor.ihs.com at least one hour in advance of the June 10 conference call and webcast. A replay of the June 10 webcast will be available approximately two hours after the conclusion of the live event. To access the webcast recording, visit http://investor.ihs.com.

About IHS (www.ihs.com)

IHS (NYSE: IHS) is the leading source of information, insight and analytics in critical areas that shape today’s business landscape. Businesses and governments in more than 165 countries around the globe rely on the comprehensive content, expert independent analysis and flexible delivery methods of IHS to make high-impact decisions and develop strategies with speed and confidence. IHS has been in business since 1959 and became a publicly traded company on the New York Stock Exchange in 2005. Headquartered in Englewood, Colorado, USA, IHS is committed to sustainable, profitable growth and employs more than 6,700 people in 31 countries around the world.

About R.L. Polk & Co. (www.polk.com)

Polk is the premier provider of automotive information and marketing solutions. The organization collects and interprets global data, and provides extensive automotive business expertise to help customers understand their market position, identify trends, build brand loyalty, conquest new business and gain a competitive advantage. Polk helps automotive manufacturers and dealers, automotive aftermarket companies, finance and insurance companies, advertising agencies, media companies, consulting organizations, government agencies and market research firms make good business decisions. A privately held global firm, Polk is based in Southfield, Michigan with operations in Australia, Canada, China, France, Germany, Italy, Japan, South Korea, Spain, the United Kingdom and the United States.

CARFAX (www.carfax.com) is R.L. Polk & Co.’s vehicle history expert for used car buyers, sellers and the automotive industry. CARFAX created the Vehicle History Report in 1986 and maintains the largest vehicle history database ever assembled, comprising over 11 billion vehicle records from more than 75,000 data sources across North America. Over the past five years, CARFAX expanded operations to key countries in Europe.

IHS is a registered trademark of IHS Inc. All other company and product names may be trademarks of their respective owners. Copyright © 2013 IHS Inc. All rights reserved.

IHS FORWARD-LOOKING STATEMENTS: This release may contain forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that are not historical facts. Such statements may include financial projections and estimates and their underlying assumptions, statements regarding plans, objectives and expectations with respect to future operations, products, and services, and statements regarding future performance. Forward-looking statements are generally identified by the words "expect," "anticipate," "believe," "intend," "estimate," "plan" and similar expressions. Although IHS and its management believe that the expectations reflected in such forward-looking statements are reasonable, investors are cautioned that forward-looking information and statements are subject to various risks and uncertainties--many of which are difficult to predict and generally beyond the control of IHS--that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. These risks and uncertainties include those discussed or identified by IHS from time to time in its public filings. Other than as required by applicable law, IHS does not undertake any obligation to update or revise any forward-looking information or statements. Please consult our public filings at www.sec.gov or www.ihs.com.



Criminal Defense Lawyer Closes Office to Join a Big Firm

In his celebrated career as a criminal defense lawyer, Gerald Shargel has represented Mafia bosses, corrupt politicians and celebrities in hot water, while trying more than 125 jury trials along the way.

Now, four decades after hanging out his own shingle, Mr. Shargel has closed the law offices of Gerald L. Shargel L.L.P. and on Monday will announce that he is joining the corporate law firm Winston & Strawn as a partner in its New York office.

“I’ve always practiced law on a narrow platform of a sole practitioner,” said Mr. Shargel, 68. “It’s time to try something different and expand my horizons.”

Perhaps best known as a lawyer for crime figures, having represented John A. Gotti and Salvatore Gravano, known as Sammy the Bull, Mr. Shargel is considered a top trial lawyer with a successful white-collar practice.

Among his clients is Mark Mazer, a New York contractor indicted in the scandal over the city’s automated payroll system who is expected to go to trial in September. He represented Oscar S. Wyatt Jr., the Texas oilman who pleaded guilty to paying kickbacks to the Hussein regime to gain access to Iraqi oil contracts. He also handled a steady stream of public corruption cases, including the defense of New York State Senator Malcolm A. Smith of Queens, who this year pleaded not guilty to charges that he had tried to bribe his way onto the ballot for mayor. And clients whose misdeeds make for tabloid fodder, like the actress Amanda Bynes.

The legal recruiter who helped Mr. Shargel find his new home, Eilene S. Bloom of Major, Lindsey & Africa, said that she had been initially concerned that white-shoe law firms would be reluctant to bring on a partner with such a client list. Typically, these firms’ criminal-defense practices focus on cases like securities fraud or accounting chicanery. But Ms. Bloom said that she was quickly reassured when several firms expressed great interest in Mr. Shargel, though she declined to name them.

Seth C. Farber, head of litigation in Winston & Strawn’s New York office, dismissed the idea that Mr. Shargel’s representations of some dubious characters made him unfit for a big corporate firm. Instead, it is Mr. Shargel’s breadth of experience, having tried virtually every kind of criminal case â€" murder, fraud, political graft â€" that made him appealing as a partner.

“At Winston, we have a long tradition of being a firm that will take the most difficult cases to trial and win,” said Mr. Farber. “Gerry’s skills and background fit perfectly with that mission.”

An old-line Chicago-based firm with more than 900 lawyers and a specialty in litigation, Winston & Strawn has aggressively expanded in New York. In May 2012, it hired about 70 lawyers from the collapsed Dewey & LeBoeuf, most of whom â€" including Mr. Farber â€" are based in New York. Winston & Strawn’s chairman is Dan K. Webb, a former United States attorney in Chicago and a renowned trial lawyer.

Mr. Shargel, who is bringing his three junior lawyers and a paralegal with him, said he plans to expand his practice to civil litigation. His move, he said, was in part driven by his having grown tired with the administrative burden of running his own firm, and that Winston & Strawn had the infrastructure, reputation and resources to support his caseload.

He begins a new chapter at an age when other lawyers have moved on to practicing their golf swings. Mr. Shargel says he has never contemplated retirement. In addition to his trial work, he teaches criminal-law classes at his alma mater, Brooklyn Law School.

“I have a low tolerance for boredom,” Mr. Shargel said. “I have no interest in sitting around a pool in Miami Beach telling people what I used to do.”



Sprint and SoftBank Weigh Alternatives to a Deal

Eight months ago, Sprint Nextel’s path to recovery seemed clear: a sale to SoftBank of Japan and a deal to buy full control of the wireless network operator Clearwire.

Now that road appears significantly muddier, only days before shareholders are scheduled to vote on the two transactions, leaving both Sprint and SoftBank to weigh backup plans.

Much of the confusion has arisen because of Dish Network, which has bid for both Sprint itself and for Clearwire. Nearly two weeks ago, Dish raised its offer for Clearwire to $4.40 a share, stirring doubt that Sprint can prevail at a Thursday vote with its current bid of $3.40 a share.

Sprint directors have been waiting for Dish to formalize a $25.5 billion takeover proposal for Sprint itself. If that appears, it would top SoftBank’s $20.1 billion bid.

Sprint shareholders are scheduled to vote on the SoftBank offer on Wednesday, though the meeting may be postponed to give Dish more time to make its bid formal. Clearwire shareholders are set to vote on Sprint’s bid on Thursday.

SoftBank and its chief executive, Masayoshi Son, desire Sprint, the cellphone service company, as the cornerstone of a plan to challenge AT&T and Verizon Wireless in the United States. For Sprint, buying the roughly 50 percent of Clearwire that it does not already own would provide crucial extra bandwidth to build out a next-generation data network.

But Charles W. Ergen, the chairman of Dish, has managed to upend the carefully laid out plans of Sprint and SoftBank. Dish’s cash-and-stock bid for Sprint is worth about $7 a share, compared with SoftBank’s offer of roughly $6.45 a share.

Dish has sought a cellphone network partner that can help it take advantage of its big wireless spectrum holdings, helping transform the satellite television company into a provider of broader wireless services.

Still, people close to Sprint and SoftBank have expressed bewilderment at the moves by Mr. Ergen, a onetime professional gambler. Dish surprised many with the unveiling of its bid for Sprint in April, then embarked on an unusually pointed campaign aimed at raising national security concerns about the SoftBank deal. (The transaction eventually won clearance from the Committee on Foreign Investment in the United States, which oversees the review process.)

Dish first bid for Clearwire earlier this year, then went silent for months before raising its offer two weeks ago.

SoftBank has staunchly defended its bid for Sprint, repeatedly assailing Dish’s offer as unworkable, and won the conditional support of an influential shareholder advisory firm. The Japanese company has argued that it can close its deal by next month, while its rival would need much more time, costing Sprint shareholders money.

But SoftBank has been laying the groundwork for a potential backup plan: It has been in talks with Deutsche Telekom about potential options for the German telecommunication concern’s majority stake in T-Mobile US, according to a person briefed on the matter.

SoftBank and Deutsche Telekom were in talks even before the Sprint deal was announced last fall, and the two have kept in regular touch since, this person said. The Japanese company has stressed that it wants to find an entry point into the United States market, even if its bid for Sprint fails.

Word of SoftBank’s interest in buying Deutsche Telekom’s 74 percent stake in T-Mobile US, however, may simply be an attempt to sway recalcitrant Sprint shareholders.

Sprint shares closed on Friday at $7.24, more than 12 percent above SoftBank’s bid. Shareholders have argued that SoftBank must offer more for Sprint, especially in light of Dish’s higher bid.

Shares in Clearwire closed on Friday at $4.40, the clearest sign of investor dissatisfaction with Sprint’s latest bid.

Sprint has challenged the legality of Dish’s bid for Clearwire, contending that it violates an existing shareholder agreement. Dish has argued otherwise.

But Mr. Son of SoftBank has publicly said that he would be satisfied with Sprint owning less than 100 percent of Clearwire. Existing pacts with other big shareholders would furnish Sprint with more than 65 percent of Clearwire.

Still, Dish could prove a formidable hindrance to Sprint if it becomes a big minority shareholder in Clearwire, possibly forcing the company into a partnership or an expensive deal to buy out its unwelcome dance partner.

That is, if Dish doesn’t buy control of Sprint.