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Acquiring or Selling the Privately Held Company 2016


Speaker(s): Ackneil M. Muldrow III, Alyssa A. Grikscheit, David W. Pollak, Douglas T. Schwarz, J. Mark Poerio, John B. Harris, Joseph A. Castelluccio, Judith L. Church, Marshall Heinberg, Matthew P. Salerno, Melissa Sawyer, Peter A. Laveran-Stiebar, William B. Sorabella
Recorded on: Jun. 13, 2016
PLI Program #: 150260

Douglas T. Schwarz is a trusted advisor to and advocate for employers in all aspects of labor and employment law. He litigates in court, arbitration, and administrative proceedings; counsels employers on human resources matters; negotiates and drafts executive employment and separation agreements; advises on labor and employment aspects of corporate transactions, both domestic and cross-border; and conducts internal investigations of employee complaints. Doug also handles ADA Title III and state law matters involving access of persons with disabilities to public accommodations.

Doug’s clients include financial services firms (mutual funds, hedge funds, private equity, venture capital, commercial and investment banks, wealth management); educational institutions; and media, technology, and telecommunications, pharmaceuticals, and life sciences companies.

He represents numerous non-US companies, from Japan and elsewhere in Asia, the United Kingdom, and Europe, regarding their US labor and employment matters, and US companies on international labor and employment issues.

Doug’s experience includes litigating claims of discrimination, harassment, and reasonable accommodation (race, gender, age, disability, pregnancy, sexual orientation, religion), whistleblower retaliation, wage and hour violations (bonus, commission, overtime and minimum wage), non-competition, non-solicitation, and trade secret breach, defamation and privacy; counseling on reorganizations, reductions-in-force, and executive hiring and termination matters; developing and implementing litigation-avoidance strategies, diversity and affirmative action plans, and training programs on harassment prevention, diversity, and performance management; and advising on government audits (by OSHA, the Department of Labor and OFCCP) and labor-management relations.

He also serves as an arbitrator and mediator.

Doug represents clients in a range of other matters, including housing, education and public accommodations discrimination.

Doug has served in government as commissioner of the Massachusetts Commission Against Discrimination (MCAD), as an assistant attorney general in the Civil Rights Division of the Massachusetts Office of the Attorney General and as a US District Court law clerk.

He is a graduate of Dartmouth College, 1981, Bachelor of Arts, and Harvard Law School, 1986, Juris Doctor.


Ackneil M. Muldrow III, Partner in the New York office of Akin Gump Strauss Hauer & Feld LLP. Ackneil M. (Trey) Muldrow, III principally focuses his practice on merger and acquisition transactions and corporate governance counseling.

Education: J.D., University of Virginia School of Law, 1995; A.B., Princeton University, 1992; Bar Admissions, New York.

Corporate • Mergers and Acquisitions • Corporate Governance • Private Equity • Special Situations

Mr. Muldrow draws upon over 20 years of legal experience when providing legal advice to clients in complex domestic and international transactions. Mr. Muldrow’s transactional experience includes mergers, acquisitions, divestitures, joint ventures and control and minority investments across a variety of industry sectors. Mr. Muldrow’s clients have included a wide range of corporations, private equity and hedge funds as well as sovereign and fundless sponsors.

In addition to his transactional matters, Mr. Muldrow is frequently called upon to advise senior executives and boards of directors of private and exchange listed companies on sophisticated corporate governance matters as well as with respect to compliance with the federal securities laws.

Mr. Muldrow serves on the Firm’s Corporate Department Steering Committee and leads the New York office Diversity Committee.


Alyssa A. Grikscheit has a diverse corporate practice that currently emphasizes complex transactions and alternative investment funds. Her experience also includes private equity and hedge funds, mergers and acquisitions, strategic alliances and restructurings. Alyssa is fluent in Spanish and French and has extensive experience in international transactions, particularly those involving Latin America and other emerging markets such as China and India. Alyssa represents domestic and foreign clients making cross-border investments. She also represents buyers and sellers, including private equity funds and their portfolio companies, in acquisitions, dispositions, strategic alliances, restructurings and financings, including transactions in regulated industries such as the healthcare, pharmaceutical, energy, telecommunications and defense industries. In addition, Alyssa represents sponsors of alternative investment funds in fund formation and other aspects of their operations. Such funds have included distressed debt, energy, infrastructure, real estate opportunity, agribusiness, fintech, microfinance and emerging market funds.

Alyssa is ranked in Chambers Global, Chambers USA and Chambers Latin America where “she is noted for her work in the M&A and private equity space and has longstanding experience dealing with cross-border transactions in Latin America.” Additionally, she has been recognized in IFLR1000 as a “Rising Star” for Investment Funds in the U.S. Alyssa was also recommended in Private Equity Funds in The Legal 500 US and in Capital Markets and Corporate M&A in The Legal 500 Latin America. Alyssa has also been recognized by Latinvex in “Latin America’s Top 100 Lawyers” and is featured as one of “Latin America’s Top 50 Female Lawyers: Corporate/M&A.”

Alyssa actively represents a nonprofit in establishing and capitalizing microfinance institutions in emerging markets on a pro bono basis. She served as co-chair of the Inter-American Committee of the New York State Bar Association’s International Section and is a Life Fellow of the American Bar Foundation.

Alyssa graduated cum laude from The University of Michigan Law School in 1994.  She received a Diploma in European Studies from the College of Europe in Bruges, Belgium in 1991 and an A.B. magna cum laude from Harvard College in 1990.


David W. Pollak has more than 30 years of experience as a corporate lawyer. He represents clients in public and private offerings of securities, including initial public offerings, and merger and acquisition transactions. David works closely with life sciences, financial services, technology, information services, and investment banking clients, and represents private equity firms. David serves as the firm’s Managing Partner of Operations, responsible for the firm’s financial performance, and is a member of the firm's Management Committee.

David served as leader of the firm’s business and finance practice for seven years, an elected member of the firm’s Compensation Committee for eight years, and an Advisory Board member for six years. He teaches a third-year course in negotiating skills in the context of M&A and securities transactions as an adjunct professor at New York University School of Law.

 

SELECTED REPRESENTATIONS

Represented Cambridge Global Payments in its sale, for approximately C$900 million, to Fleetcor.

Represented Mercury Payment Systems in its sale, for approximately $750 million, to Silver Lake Partners.

Represented Health Net, Inc. in its $6.8 billion cash and stock merger with Centene Corporation.

Represented Nash Finch Company in its $1.3 billion merger with Spartan Stores Inc.

Represented Electra Ltd. in its acquisition of Gilston Electrical and Hellman Electric.

Represented Anterios, Inc. in its sale to Allergan.

Represented Portware in its sale for $265 million to FactSet.

Represented BlackBerry in its acquisition of AtHoc, Inc.

Represented BlackBerry in its acquisition of WatchDox, Inc.

Represented BlackBerry in its acquisition of Movirtu Limited.

Represented Conifer Securities in its sale to The Carlyle Group.

Represented SpartanNash in its acquisition of Caito.

Represented SpotOn Transact in its acquisition of EmaginePOS Inc.

Represented FastPay in its acquisition of AnchorOps.

Represented Nash Finch Company in its asset acquisition of Bag 'N Save.

Represented BlackBerry in its sale of its subsidiary, Newbay Software Limited.

 

EDUCATION

University of Chicago Law School, J.D.

Princeton University, A.B., summa cum laude


Joe Castelluccio is a partner in Mayer Brown’s New York office and a member of the Corporate & Securities practice. He helps clients balance risks and opportunities with a combination of legal acumen and business experience. As a former investment banker and finance professional, Joe focuses his practice on complex, cross border transactions for which he is:

  • A trusted advisor to US and multinational companies for M&A, joint ventures, equity transactions and other corporate matters;
  • An experienced deal team leader for complex, multi-jurisdictional transactions;
  • A seasoned negotiator and project manager; and
  • Knowledgeable in a broad range of sectors, including financial services, technology, insurance, industrials, chemicals and infrastructure.

In addition, Joe is the co-leader of Mayer Brown’s transactional liabilities insurance practice. In this capacity, he draws on his M&A experience in representing underwriters in issuing representations and warranties insurance and other types of transactional insurance in connection with M&A deals.

Joe is also a lecturer in Fordham Law School’s Transactional Skills for Global Legal Practice program and a faculty member for the Practising Law Institute’s seminar on Acquiring or Selling the Privately Held Company. 

Prior to attending law school, Joe worked at Prudential Securities as an analyst in the investment banking group and as an associate in the equity capital markets group. While attending law school, Joe worked in the division of enforcement at the Financial Industry Regulatory Authority.

Joe is a member of the Legal Advisory Council of Sanctuary for Families, the leading nonprofit organization in New York dedicated exclusively to serving the needs of domestic violence victims, sex trafficking victims, and their children. He is also a member of the Northeast Advisory Board for Youth About Business, a national youth leadership development organization that introduces high school students from diverse and underserved communities to the world of business through intensive summer M&A programs.


John B. Harris is a partner in the Litigation Group with more than 25 years of experience representing clients in high stakes civil matters and white collar criminal cases. He is a recognized leader in the professional responsibility and white collar defense bars. 

In his legal ethics and professional responsibility practice, Mr. Harris defends law firms, lawyers, and other professionals against claims of legal malpractice, breach of fiduciary duty and fraud.  He frequently represents law firms in disputes with current and former partners. 

A central part of Mr. Harris’ practice is the representation of individuals and entities who are the subjects of either criminal or regulatory investigations. He has represented public figures, corporate executives and securities industry professionals against allegations involving collateralized debt obligation and mortgage fraud; anti-money laundering investigations; insider trading; securities and accounting fraud; and mutual fund pricing violations. In addition, he has advised clients on research analyst independence issues, Foreign Corrupt Practices Act cases, and "spy shop" matters. Mr. Harris understands that his clients are best served when charges are not filed by prosecutors and regulators, and he has had substantial success for his clients in accomplishing this result. 

Mr. Harris was the Chair of the Professional Responsibility Committee of the New York City Bar Association, and is a former member of the New York City Bar’s Committee on Professional and Judicial Ethics, Committee on Professional Discipline, Judiciary Committee, and Task Force on Multi-Disciplinary Practice. He has served as a delegate to the New York State Bar Association House of Delegates and currently serves as a member of the State Bar Professional Discipline Committee. He acts as a mediator for the US District Court for the Southern District of New York, and has served as an expert witness.

Mr. Harris is also a member of the American Bar Association; is a past Chair of the New York Regional Board and a member of the National Executive Committee of the Anti-Defamation League; is vice-chair of the New York University Law Alumni Association; and is a board member of Summer Search, New York. He has been recognized in Super Lawyers magazine as a New York-area Super Lawyer for eight consecutive years.

Mr. Harris has litigated matters in New York State and federal courts (Southern and Eastern Districts), and appeared in numerous SEC, FINRA and Departmental Disciplinary Committee proceedings. Before joining Frankfurt Kurnit, he was a partner at Stillman & Friedman, P.C. and Ballard Spahr LLP. Previously, Mr. Harris was a reporter for The Hartford Courant. Mr. Harris is admitted to practice in New York and Connecticut.


Mark Poerio is senior counsel in the DC office of the Wagner Law Group. Throughout his 30+ years of private practice (most with Wall Street law firms), Mark has  worked almost exclusively with business executives, with his focus being on executive compensation and ERISA fiduciary matters, especially from a business, governance, tax, labor, finance, securities, and litigation perspective.  Mark is Chambers-ranked, recognized by SuperLawyers, and for over 10 years has taught executive compensation classes at Georgetown Law.  Mark recently completed his terms as President of the American College of Employee Benefits Counsel (ACEBC), and as an executive board member of the American Benefits Council. 

In addition to representing companies, executives (individually) and compensation committees, Mark also has extensive experience with changes in corporate control, employee stock ownership plans (aka ESOPs), and tax exempt organizations. For the latter, his practice ranges from general governance to executive compensation -- e.g. Code section 457(f) and 4958 tax planning and correction.

 

EDUCATION

Cornell Law School, J.D., 1984 (cum laude)

University of Virginia, B.A., 1980 (cum laude)

Mark's Teaching and Publications

Since 2007, Mark has taught courses at Georgetown Law – with one course being focused on executive compensation, business, and governance, another on ESOPs, and another on the intersection of benefit plans and employment-related agreements with restrictive covenants such as non-competes. Associated with these, he maintains www.executiveloyalty.org.

 

NOTABLE PUBLICATIONS  

"Too Much Employer Stock? Don't Ignore Diversification" (Law360, 7/12/2018).

"New Year, New Stock Plan" (Bloomberg BNA, 2/21/2018, Poerio)

"Hitting Workplace Harassers Where It Hurts" (National Law Journal, 12/29/2017, Poerio et al).

"Spin-off Transaction Playbook" (NYU Law Review, with Towers Watson, 2013).  

U.S. Executive Compensation Litigation: Cannons to the Right . . . and to the Left” (International Pension Lawyer,, April 2013)  

“What Private Equity Managers Need to Know to Limit Their ERISA Obligations for Portfolio Company Pension Plans” (Bloomberg BNA, Nov. 2012).  

Candor for Compensation Committees” (Corporate Board Member, 11/2011). 

Crossing the Pond in Search of Better Executive Compensation Practices” (Corporate Governance Advisor, 3/10/2011).  

Executive Pay and Loyalty: From Velvet Fist to Iron Glove” (Corporate Governance Advisor, 1/2010).  

"Long-term Incentives and Golden Handcuffs in China" (Poerio et al, ChinaFocus, 2008).  

"Say Hello to Smart Goodbyes" re ERISA-fying Severance Practices (National Law Journal, 2008, Poerio et al).  

"Executive Insecurity" (Bloomberg BNA, 2008, Poerio et al).

 

PROFESSIONAL AND COMMUNITY INVOLVEMENT

American Benefits Council – Executive Board Member (2015-2018)

American College of Employee Benefit Counsel – Board Member and Immediate Past President (formerly ACEBC's President, Vice-President and Treasurer).  

Georgetown Law School -- Adjunct Professor (2007-present)  

Maryland Association of Social Service Boards -- Past Vice-Chair and Head of Legislative Committee; Pro bono Counsel for federal tax matters since 2004.  

MASSB Foundation -- Founder and Trustee (raising over $1 million for social services involving child protection and family preservation).

 


Marshall Heinberg served until July 2012 as Head of Investment Banking at Oppenheimer & Co., Inc. and as a Senior Managing Director of the firm.  Mr. Heinberg began his investment banking career in the Corporate Finance Division of Oppenheimer, which was later acquired by the Canadian Imperial Bank of Commerce (CIBC) in 1997.  Over the course of his career, Mr. Heinberg has been responsible for various industry sectors including environmental, industrial growth, technology and telecommunications.  Mr. Heinberg has also been responsible for managing CIBC’s mergers and acquisitions, leveraged finance, financial sponsor and merchant banking activity in the United States.  His transaction experience includes a significant number of equity and debt financings as well as numerous merger and acquisition assignments. Mr. Heinberg has extensive experience working with both leading growth companies as well as financial sponsors.

 Mr. Heinberg was named Head of CIBC’s U.S. Investment Banking Department in 2001 and upon the acquisition of CIBC’s U.S. capital markets business by Oppenheimer in 2008, Mr. Heinberg was named head of the Investment Banking Department.  Mr. Heinberg has served as a member of CIBC’s and Oppenheimer’s US Management Committee, Deals Committee, Equity Transaction Committee, Financial Advisory Transaction Committee and Investment Committee.  Mr. Heinberg has been responsible for setting the strategic direction of the investment banking departments that he managed including all aspects of recruiting, retaining and determining compensation for personnel.

 Mr. Heinberg served as a member of the Board of Directors and the Audit Committee of National Financial Partners (NYSE: NFP), a leading provider of benefits, insurance and wealth management services.  He was selected to Chair NFP’s Special Committee of the Board to determine how to respond to acquisition interest expressed by certain private equity firms. The Special Committee engaged in a process resulting in NFP entering into a definitive agreement to be acquired by Madison Dearborn Partners for approximately $1.3 billion in July 2013.

Mr. Heinberg also serves on the Board of Directors of Universal Biosensors Ltd., an Australian public company specializing in the medical diagnostic field. He is a member of their Compensation Committee. In addition, Mr. Heinberg served on the Board of and the Audit Committee for, Image Entertainment, Inc., a public independent licensee and distributor of entertainment programming in North America until it’s acquisition by RLJ Entertainment in October 2012.

Mr. Heinberg has been a member of the NACD (National Association of Corporate Directors) and a frequent lecturer on a wide range of issues relating to mergers and acquisitions and trends in investment banking. .  He is a graduate of the Wharton School of the University of Pennsylvania where he earned a Bachelor of Science degree with Honors and holds a J.D. from Fordham Law School.  Prior to joining Oppenheimer, Mr. Heinberg practiced corporate law for approximately four years.


Melissa Sawyer is a partner in Sullivan & Cromwell LLP’s Mergers & Acquisitions Group and is co-head of the Firm’s Corporate Governance & Activism Practice. In addition to advising clients on public and private M&A transactions, joint ventures and strategic alliances, she also regularly advises clients on corporate governance, activism and takeover defense matters. Ms. Sawyer’s experience spans multiple industries, including consumer and retail, industrials, medtech and insurance.

Ms. Sawyer has been repeatedly recognized as a leading M&A advisor. She is ranked by Chambers USA in Corporate/M&A, where clients describe her as “an absolute superstar,” and is recognized as a Law360 MVP in Food & Beverage, one of Crain’s “Leading Women Lawyers in New York City,” a “Top Woman Attorney in New York” by Super Lawyers, a Rising Star by IFLR1000 and was named “Dealmaker of the Week” by The American Lawyer. Additional accolades include receiving a Burton Award for Legal Achievement, being chosen as an Empire State Counsel Honoree by the New York State Bar Association and recognition by Super Lawyers for her work in Mergers & Acquisitions, Corporate Governance and Compliance and Business/Corporate.

In the past three years alone, Ms. Sawyer has advised: Apollo Education, AT&T, BBA Aviation, Bessemer, CONMED, CPPIB, CSM Bakery, Diageo, DS Smith, FXI, OTPP, Sotheby’s and UnitedHealth.

Ms. Sawyer is currently a Lecturer in Law at Columbia Law School, a Fellow of the American Bar Foundation and a member of the Mergers, Acquisitions & Corporate Control Contests Committee of the New York City Bar Association. Ms. Sawyer has participated in numerous panels for the Practising Law Institute and regularly writes for The M&A Lawyer, The Deal Pipeline and LexisNexis.

Ms. Sawyer is a Hiring Partner, an Associate Development Partner, a member of the Firm’s Managing Partners Committee and the Chair of the Knowledge Management Committee at Sullivan & Cromwell LLP.

Recent Publications

  • “How to prepare for 2019’s proxy season,” Corporate Secretary (2018)
  • When An Activist Designee Joins Your Board,” Law360 (2018)
  • “Facing activists on ESG,” IR Magazine (2018)
  • “Just Getting Started: M&A in 2017 and What to Expect in 2018,” The M&A Lawyer (2018)
  • “Steps to Succession: Planning Techniques for Latin American Family Businesses,” STEP Journal (2017)
  • “Getting to the Head of the Table,” Directors & Boards (2017)

Education

University of Virginia Law School, J.D. 2000


Peter Laveran-Stiebar is a U.S. corporate partner who recently spent more than a decade in Covington's London office. His broad-based transactional practice is largely international and he has particular transactional experience in the life sciences and media and communications industries. Mr. Laveran focuses on domestic and complex cross-border acquisitions and divestitures for private equity investors and emerging and mature companies headquartered in the U.S., Europe, and Asia, including Altice, GlaxoSmithKline, Indivior, Itochu, Magticom, Meda AB, and Merck & Co. Inc.

Mr. Laveran-Stiebar led the Covington team advising Altice in its $9.1 billion acquisition of Suddenlink and the $1 billion co-investment by funds advised by BC Partners and Canada Pension Plan Investment Board in Cablevision Systems Corporation; Meda AB in in all of its significant U.S. acquisition and divestiture activity in recent years, including the acquisitions of Acton Pharmaceuticals, MidNite, and a collection of women’s health products from Jazz Pharmaceuticals; Indivior in its demerger from Reckitt Benckiser; Itochu in the sale of PrimeSource Building Products, Inc. to Platinum Equity; funds managed by HealthpointCapital, LLC in the merger of Scient'x Groupe SAS with Alphatec Holdings, Inc.; and Magticom in its acquisition of retail and corporate ISP cable assets from Caucasus Online LLC.

Mr. Laveran-Stiebar also has experience with joint ventures, strategic alliances, non-controlling venture capital and private equity investments, and other corporate finance matters including international capital raising activities in London. His experience includes advising multi-national companies on the planning and development of European distribution structures and other commercial arrangements, and he has directed global post-closing merger integration efforts for clients in over 75 jurisdictions. Mr. Laveran has held leadership roles in Covington’s Middle East, Indian, and African practices.


William B. Sorabella is a Corporate/M&A partner based in New York City.  His practice focuses on the representation of principals in merger and acquisition transactions, primarily involving public companies.  He regularly represents corporate buyers and sellers, private equity funds and special committees in the purchase, merger and sale of companies and divisional carve-outs and in the formation and dissolution of joint ventures.  He also frequently represents financial advisors in similar transactions.  He also advises clients on corporate governance matters.

William has twice been named as one of the “Dealmakers of the Year” by The American Lawyer.  The 2010 edition spotlighted his work on behalf of 3G Capital Partners in its $4.0 billion acquisition of Burger King Holdings, Inc.  The 2012 edition spotlighted his work on behalf of Blum Capital Partners and Golden Gate Capital in their $2.0 billion acquisition of Collective Brands Inc.  William has also been named as a “Dealmaker of the Week” by The American Lawyer based on his representation of 3G Capital Partners in its acquisition of H.J. Heinz Company, together with Berkshire Hathaway Inc.

William has been recognized by Chambers USA: America’s Leading Lawyers for Business in Corporate/M&A for every year since 2013, which noted that he is a “very careful and meticulous” lawyer who “leaves no stone unturned.”  Sources say he has “excellent interpersonal skills” and “gets things done in a variety of environments.”  William was recognized in The Legal 500 U.S. for his work in M&A: mega-deals (1bn+) as an attorney who “provides critical support and is very knowledgeable on M&A matters.”  William has been selected and profiled as a “Rising Star” and twice as a “M&A MVP” by Law360 and named as a New York “Rising Star” by Super Lawyers.  His innovative work on transactions has also been recognized by several other publications, including The Financial Times in its U.S. Innovative Lawyers Report, The Deal Magazine in its annual “Deals of the Year” and The New York Times DealBook in its annual “Deal Makers at the Head of the Class” awards article.

Recent clients include corporate clients Tronox Limited, Murray Energy Corporation, Restaurant Brands International Inc., Huntsman Corporation, Exelon Corporation, Civitas Solutions, Inc., Exela Technologies Inc., Micro Focus International plc, Black Knight Financial Services Inc., Sagent Pharmaceuticals, Inc. and Innophos Holdings, Inc.; private equity sponsors 3G Capital Partners Ltd., GTCR LLC, The Carlyle Group and L Catterton; and numerous investment banks.  He has worked on matters across a wide range of industries, including healthcare, pharmaceuticals, industrials, chemicals, energy, food and beverage, retail, software, hardware, financial services and hospitality.

He is a graduate of Bowdoin College, summa cum laude and recipient of the Leonard A. Pierce Memorial Prize, and Georgetown University Law Center, cum laude.


Judith L. Church is a member of the firm’s Corporate Department and its Intellectual Property Practice Group. Ms. Church’s practice focuses on a wide range of corporate and intellectual property matters including the acquisition of intellectual property; licensing, financing and securitization of intellectual property; collaboration agreements; Internet-related development and affiliation agreements; e-commerce and new media joint ventures; trademark clearance, prosecution and maintenance; trade secret law; international protection of trademarks, patents and copyrights; computer law and copyright law. She has advised clients such as Alibaba.com, AT&T, B.R. Guest, Carlyle, Clayton, Dubilier & Rice, Faber-Castell, Global Atlantic Financial Group, Misys, Mitsui, the National Football League, Pernod Ricard, Prudential Financial, Tribune Company and Warner Music Group. She has significant experience across a broad range of industries, including the life sciences and healthcare industries where she has represented such clients as Actavis, Christopher & Dana Reeve Foundation, and Galderma. She has also regularly represented private equity firms, such as Kelso & Co. and North Castle Partners, in their investments in the life sciences sector.

Ms. Church is the author of “Conducting Intellectual Property Due Diligence In The Context Of An Acquisition,”  The Licensing Journal (January, 2015) and “Handling Intellectual Property Licenses in Mergers and Acquisitions, Financing Transactions, and Bankruptcy Proceedings,” The Licensing Journal (Aspen Publishers 2003). She speaks regularly on handling intellectual property issues in mergers and acquisitions and has written a number of articles on related topics as well as articles on the protection of cultural property under United States law.

Ms. Church joined Debevoise in 1992. She received a B.A. from Antioch College in 1975, an M.A. in Art from the University of New Mexico in 1979 and her J.D. with honors from Columbia University School of Law in 1992.


Matthew P. Salerno is a partner based in the New York office. Mr. Salerno’s practice focuses on corporate and financial transactions, particularly public and private mergers and acquisitions, private equity investments, and contests for corporate control.

Mr. Salerno’s recent representations include:

  • Medtronic in its $42.9 billion acquisition of Covidien;
  • Warburg Pincus in its acquisitions of Wencor Group, Electronic Funds Source, CROSSMARK Holdings and Endurance International Group;
  • TPG in its acquisition of Envision Pharmaceuticals Holdings and itscomplementary businesses including Envision Insurance Company, Envision Medical Solutions, Orchard Pharmaceutical Services and Design Rx;
  • Google in its $12.5 billion acquisition of Motorola Mobility;
  • Alpha Natural Resources in its $8.5 billion acquisition of Massey Energy. Previously counsel to Alpha Natural Resources in its $2 billion merger with Foundation Coal Holdings, as well as other M&A and governance matters, including the receipt of a large break-up fee from Cleveland Cliffs Natural Resources in 2008;
  • Western Digital in its divestiture transaction in connection with obtaining regulatory clearance for its $4.8 billion acquisition of Viviti Technologies (formerly Hitachi Global Storage Technologies);
  • Medtronic in its $800 million acquisition of Ardian. Previously counsel to Medtronic in connection with its $500 million acquisition of Invatec and two related companies, Fogazzi and KRAUTH Cardio-Vascular, and in its $3.9 billion acquisition of Kyphon;
  • Special Committee of the Board of Directors of Interactive Data Corp in the $3.4 billion sale of the company to a private equity consortium of Silver Lake and Warburg Pincus;
  • Dollar Thrifty Automotive Group in its $2.3 billion merger with Hertz;
  • Envision Pharmaceutical Holdings, a national, full-service pharmacy benefit management company, in its acquisition of Laker Software for cash and an equity stake in Envision;
  • Endurance International Group, a portfolio company of Warburg Pincus engaged in the web hosting and domain registrationbusiness, in its acquisitions of Hostgator.com and of the websites business of Intuit;
  • XL Capital (now XL Group) in its redomestication from the Cayman Islands to Ireland through a Scheme of Arrangement;
  • Citigroup in its $20.3 billion public exchange offers of common stockfor preferred stock and trust preferred securities;
  • Evraz Group in its successful $2.3 billion public tender offer for Oregon Steel Mills and in its $4 billion acquisition of IPSCO and the simultaneous divestiture to OAO TMK of certain of IPSCO’s U.S. assets;
  • Citibank in its $1.4 billion acquisition of The Bisys Group, an NYSE listed provider of back office solutions, and the simultaneous sale to J.C. Flowers & Co., of Bisys’ insurance and retirement solutions business;
  • Capital One Financial in its $14.6 billion acquisition of North Fork Bancorporation;
  • American Express Company in connection with its spin-off of Ameriprise Financial;

Mr. Salerno was named "Dealmaker of the Week" in 2014 and 2012 by The AmLaw Daily, and recognized as a "rising star" in mergers and acquisitions by Law360 in 2012. He is also recognized as a leading lawyer by The Legal 500 U.S. and IFLR 1000: The Guide to the World’s Leading Law Firms.

Mr. Salerno joined the firm in 2001 and became a partner in 2010. He received a J.D. degree from Fordham University School of Law in 2001 and an undergraduate degree from Cornell University in 1998. Mr. Salerno is a member of the Bar in New York.