Investment bank Jefferies Group (NYSE: JEF) and holding company Leucadia National Corp. (NYSE: LUK) will merge in a deal that includes $9 billion in shareholder equity.With the exception of Leucadia, Jefferies shareholders will receive 0.81 shares of Leucadia common stock for each share of Jefferies common stock they hold. Leucadia currently owns about 28.6 percent of Jefferies outstanding shares.The shareholders of both companies still need to approve the deal.The companies are considering spinning out Leucadia’s crimson wine group, which is valued at $197 million, according to the merger agreement. Jefferies will continue to operate its investment banking business under Leucadia.  R. Alec Dawson, Sheryl Orr, Robert Robison, Stephen Farrell, Kenneth Kail and Richard Petretti from Morgan Lewis & Bockius LLP served as legal advisers to Jefferies Group.Martin Bienenstock and Lorenzo Borgogni from Proskaur Rose LLP served as counsel to Leucadia's board of directors.

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