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Hot Topics in Mergers & Acquisitions 2016

 
Author(s): Sarkis Jebejian, Eric L. Schiele, R. Scott Falk
Practice Area: Corporate & Securities
Published: Oct 2016
ISBN: 9781402427534
PLI Item #: 150131
CHB Spine #: B2271

In Memoriam 
October 17, 1963 – May 17, 2019
Co-Chair, Hot Topics in Mergers and Acquisitions, 2006 – 2019    


Scott Falk was a partner in Kirkland’s Chicago office, focusing primarily on mergers and acquisitions and securities offerings for public company clients. In his almost 30 years at Kirkland, he served many Fortune 500 clients including Aon, Baxter, Boeing, Dow Chemical, John Deere, Molson Coors and Tenneco in M&A and corporate governance work. But beyond the work itself, Scott dedicated himself to the support and education of other M&A lawyers and played an active role internally in running the M&A Forums and Roundtables, and externally co-chairing, teaching classes and leading panels with the Practicing Law Institute, the Garrett Corporate and Securities Law Institute and the Securities Regulation Institute. 

Scott served as Chairman of the National Philanthropic Board of the American Red Cross in Washington, D.C., Chairman of the Board of the American Red Cross of Greater Chicago and Chairman of the Board of Directors of the Chicago Humanities Festival. He received numerous accolades over the years, having been listed in Chambers as a leading lawyer for over a decade, and was well-recognized among his partners as being one of Kirkland’s star public company M&A attorneys. 

Scott earned his J.D. cum laude from Harvard Law School in 1989 and his A.B. magna cum laude in Government from Harvard College in 1985.

We will miss his wisdom, collegiality and kindness.


Sarkis Jebejian is a corporate partner in Kirkland’s New York office and focuses his practice primarily on mergers and acquisitions, governance and shareholder activism. Sarkis’s clients include Accenture, Bain Capital, Infineon Technologies, Lazard, Moelis & Co., Nexstar Media, Spectrum Brands, Vista Equity Partners and WellCare Health Plans.

Sarkis has been repeatedly recognized as one of the country’s leading practitioners in mergers and acquisitions. From 2013 to 2018, Chambers USA recognized him as among the best lawyers in the country for Corporate/M&A and he was highlighted by clients for being “very responsive and thoughtful,” while Chambers Global mentioned he is “always offering a practical approach to solving problems, and has excellent domain experience.” He was chosen by Law360 as a 2017 MVP for being “at the forefront of some of the biggest transactions in the past year.” He was also recognized in the 2009-2010 and 2013-2018 editions of The Legal 500 U.S.

Sarkis is a member of the Board of Trustees and Secretary of Carnegie Hall, which is dedicated to presenting extraordinary music to the widest possible audience with performances, educational programs and the cultivation of new artists.

Representative Matters

  • Special Committee of the Board of Directors of Spectrum Brands in connection with the $10 billion merger of Spectrum Brands and HRG Group
  • WellCare Health Plans in its $2.5 billion acquisition of Meridian Health Plans
  • Equity One in its $15.6 billion stock-for-stock merger with Regency Centers Corporation, creating the preeminent shopping center REIT in the U.S.
  • Nexstar Broadcasting Group in connection with its $4.6 billion acquisition of Media General, ending a six-month public takeover battle during which Nexstar jumped Media General’s previously announced transaction with Meredith Corp.
  • Strayer Education in its $1.9 billion merger of equals with Capella Education Company, creating a national leader in education innovation
  • Accenture in fifteen transactions since 2013
  • Talen Energy in its evaluation and rejection of an unsolicited $11 per share proposal from 35% shareholder Riverstone Holdings in a process that resulted in the $5.2 billion sale of Talen at a substantially increased price of $14 per share
  • Vista Equity Partners in seven transactions since 2013


Eric Schiele is a corporate partner at Kirkland & Ellis LLP. His practice primarily encompasses public and private M&A and board advisory work, including hedge fund activism defense.

Eric is recognized repeatedly as a leading lawyer in M&A. He is ranked for his M&A work by Chambers USA from 2015 to 2018, highlighted by clients as “absolutely terrific” and “thorough, wise, always available and very results oriented.” Eric is also recognized by IFLR1000 from 2015 to 2018 and was named to Lawdragon’s list of the “500 Leading Lawyers in America” in 2016 and 2017. He is also recognized by The Legal 500 for his work in the media and entertainment industry in 2017 and 2018, M&A in 2018, telecom and broadcast industry in 2014 and 2017, technology industry in 2015 and skill in capital markets from 2011 to 2013.

Eric is a frequent speaker on M&A topics, including co-chairing PLI’s Hot Topics in Mergers and Acquisitions conferences from 2014 to 2018 and chairing its Shareholder Activism conference in 2016 and 2018.

Representative Matters

• Amcor Ltd. in its pending $6.8 billion acquisition of Bemis Co.
• Wynn Resorts in its engagement and settlement agreement with shareholder Elaine Wynn

Prior to joining Kirkland, Eric’s representative transactions included:

• Disney in its pending $66 billion acquisition of 21st Century Fox
• Time Warner on a number of M&A transactions, including its $109 billion sale to AT&T, the unsolicited proposal from 21st Century Fox to acquire Time Warner and its acquisition of 100% of truTV
• Honeywell in its $90 billion proposal to acquire United Technologies and its $300 million sale of Honeywell Technology Solutions to KBR
• Anheuser-Busch InBev in its $123 billion acquisition of SABMiller and the $12 billion sale of SABMiller’s U.S. and global Miller branded businesses to Molson Coors
• Northrop Grumman in its $9.2 billion acquisition of Orbital ATK
• The Strategic Review Committee of the Board of Directors of Yahoo! in the $4.48 billion acquisition of Yahoo!’s operating business by Verizon
• DreamWorks Animation in its $4.1 billion sale to Comcast