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Hot Topics in Mergers & Acquisitions 2020


Speaker(s): Albert Garner, Ann Beth Stebbins, C. Stephen Bigler, Damara L. Chambers, David B. Feirstein, Dusty Philip, Eric L. Schiele, Erin Bass-Goldberg, Ethan A. Klingsberg, Gayle K. Turk, Jeannemarie O'Brien, Jennifer A. Paradise, Joseph A. Castelluccio, Kathryn King Sudol, Rita-Anne O'Neill, Rodney M. Miller, Sonia K. Pfaffenroth, Stephen A. Levey, Ting S. Chen, Trevor S. Norwitz
Recorded on: Sep. 25, 2020
PLI Program #: 275400

Albert Garner is Vice Chair of Investment Banking at Lazard, a firm with which he has been associated for over 35 years and is one of its most senior mergers and acquisitions bankers. He chairs the firm’s Opinion Committee and leads its Special Committee practice. Over the course of his career, he has represented companies and boards of directors in a wide variety of industries. He has led assignments for, among others, Ameristar, Barnes & Noble, CBS, Chicago Board of Trade, CNH Global, CNX Gas, Delphi Financial, Dole Food, Dollar General, Double Click, Freeport-McMoRan, GCI, Hertz, Nationwide, Reynolds America, SuperValu, Swift Transportation, Williams, and 99 Cents Only Stores.

Previously, Al served as head of Lazard's Capital Markets Group where he oversaw the firm's new issue activities in the fixed income and equity markets.

Prior to joining Lazard, he was associated with an international consulting engineering firm. Al serves on the board of AngloGold Ashanti. He is the past chair of the Prospect Park Alliance.

Al received a B.S.E. in Aerospace Engineering, magna cum laude, from Princeton University.


C. Stephen Bigler is a senior director with the Wilmington, Delaware law firm of Richards, Layton & Finger, P.A.  Mr. Bigler has a wide ranging Delaware corporate law practice, specializing in Delaware statutory and fiduciary duty issues arising in transactional and operational contexts, including formation, governance, mergers and acquisitions, divestitures, financing transactions, defensive planning, and stockholder meetings.  He has written numerous articles on, and is a frequent speaker regarding, Delaware corporate law issues and developments.  He is recognized as a leading Delaware corporate lawyer in Chambers USA, The Best Lawyers in America, and The Legal 500 US.

Mr. Bigler graduated from University of Virginia School of Law and received his undergraduate degree from Washington & Lee University.  He is currently a member of the ABA Corporate Laws Committee, the Tribar Legal Opinion Committee, the NVCA GC Advisory Board, and the editorial board of The Business Lawyer.


Eric Schiele is a corporate partner in the New York office of Kirkland & Ellis LLP, and serves as a member of the Firm's Global Management Committee. His practice encompasses M&A and public company board and special committee advisory work, as well as hostile takeover and hedge fund activism defense. Over the course of his career, Eric has advised on announced M&A transactions with an aggregate value of over $995 billion.

Eric has been repeatedly recognized as a leading lawyer in mergers and acquisitions. He was recognized for his M&A work by Chambers USA: America’s Leading Lawyers for Business from 2015 through 2020. Eric was also recognized by IFLR1000 from 2015 through 2020 and was named to Lawdragon’s list of the “500 Leading Lawyers in America” in 2016, 2017, and 2020. He has also been recognized by The Legal 500 for his transactional work in the media and entertainment industry in 2017 and 2018, for his work on mergers & acquisitions (large deals – $1bn+) in 2018 through 2020, for his transactional work in the telecoms and broadcast industry in 2014 and 2017, and for his transactional work in the technology industry in 2015.

Eric is a frequent speaker on M&A topics, including co-chairing PLI’s Hot Topics in Mergers and Acquisitions conferences from 2014–2020 and chairing its Shareholder Activism conference in 2016 and co-chairing it in 2018 and 2019.

Eric graduated summa cum laude from Ohio Wesleyan University and earned his J.D. with the highest honors from The University of Texas at Austin School of Law.


Erin Bass-Goldberg is a Managing Director in the New York Office of FW Cook. She joined the firm in 1998 and is located in Philadelphia. Her client assignments have been with both public and private companies in various industries. Erin’s consulting engagements focus on development of executive compensation strategy, design of annual and long-term incentive programs, and transaction-related executive compensation issues.

Erin serves as the independent advisor to Compensation Committees. She is an author and contributor to the firm’s technical papers and studies and is a speaker on executive compensation issues.

Previously, Erin was employed as an executive compensation consultant with The Hay Group and as an auditor and structured finance consultant with Arthur Andersen. She is a graduate of Lafayette College (BA, business and economics) and Columbia Business School (MBA, with concentration in finance and management).

 


Gayle Turk is a Partner at Centerview Partners where she is one of the leaders of the firm’s work in the general industrials sector.  For over 20 years, Ms. Turk has advised companies on strategic and M&A matters, including buy-side, sell-side, spin-offs, split-ups, special committee assignments, strategy development, investor messaging and shareholder activism.  At Centerview, she has completed significant transactions for some of the largest companies in the industrial space, including Honeywell, Emerson, Johnson Controls, Dover, 3M and General Electric.   

Prior to joining Centerview Partners, Ms. Turk was a Managing Director at Evercore Partners where she was an M&A specialist with experience in a broad range of sectors.  Ms. Turk started her career at McKinsey & Company, where she focused on strategy, marketing and operations for consumer companies.

Ms. Turk received a B.A. magna cum laude from Harvard University, and an M.B.A. with honors from Harvard Business School.  She is a member of the Council on Foreign Relations and the Dean’s Advisory Council at the Radcliffe Institute for Advanced Studies at Harvard University.  Gayle resides in New York City with her husband and daughter. 


Jeannemarie O’Brien is a partner in the New York law firm of Wachtell, Lipton, Rosen & Katz, where she is active in the firm’s merger and acquisition practice, focusing on the executive compensation and employee benefits aspects of transactions, with a particular emphasis on transactions involving financial services institutions.  She has been involved in many major domestic and international merger, acquisition and buyout transactions, strategic defense assignments and proxy contests.  Ms. O’Brien also advises companies and their boards on governance issues and assists companies and senior executives on executive compensation matters in both the public and private sectors.

Ms. O’Brien frequently writes and speaks on executive compensation and corporate governance issues and is recognized as a leading executive compensation lawyer in the Chambers USA Guide to America’s Leading Lawyers for Business and The Legal 500.  In addition to memos and articles on recent developments in the executive compensation area, she is an author of the chapter on executive compensation in the Wachtell, Lipton, Rosen & Katz “Financial Institutions M&A,” an annual review of significant developments.

Ms. O’Brien received a B.A. cum laude from Mount Holyoke College, and a J.D. cum laude from Fordham University School of Law, where she was an associate editor of the Fordham Law Review.  She is a member of the New York State and American Bar Associations. 

Ms. O’Brien serves as a member of the Board of Trustees of the non-profit organization Prep for Prep, a member of the Dean’s Planning Council of Fordham University School of Law and a member of the Advisory Board of St. Bartholomew Community Preschool in New York City.

 


Jennifer Paradise is General Counsel of White & Case LLP. As such, she advises the Firm's lawyers on issues relating to professional responsibility, manages the Firm’s Compliance and New Business Teams, and is a member of the Firm's Global Risk Management Committee.

Prior to joining White & Case, Ms. Paradise practiced in the litigation department at another leading firm where she litigated matters on behalf of financial service and communications industry clients.

Ms. Paradise is a former member of the American Bar Association's Standing Committee on Ethics and Professional Responsibility and of the Committee on Professional Responsibility of the Association of the Bar of the City of New York. She frequently lectures on issues pertaining to professional responsibility and teaches Ethics and Professionalism at Fordham Law School.

Ms. Paradise is a graduate of Columbia Law School where she was an Editor of the Columbia Law Review and a Stone and Kent Scholar. Ms. Paradise clerked for the Honorable Nina Gershon, United States District Court Judge for the Eastern District of New York from 2002-2003.


Joe Castelluccio is a partner in Mayer Brown’s New York office and a member of the firm's Corporate & Securities practice.  He focuses his practice on complex, cross-border M&A transactions, joint ventures, equity financings and other corporate matters for U.S. and multinational companies. As a former investment banker and finance professional, Joe helps clients balance risks and opportunities in a broad array of business transactions with a combination of legal acumen and business experience.

Joe’s M&A, joint venture and other corporate work includes deep experience on cross-border transactions.  He represents companies in a diverse group of industries, including technology, asset management, insurance, transportation and infrastructure, among others.  Joe is a frequent commentator on a variety of M&A issues, including cyber and data privacy issues in M&A transactions.  His four-part report, Missiles, Malware and Merger Management: Why Cybersecurity and Data Privacy Matter to M&A Practitioners, has been published in English and Japanese.

In addition, Joe is the co-leader of Mayer Brown’s transactional liability 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. 

Joe is a member of the Legal Advisory Council for 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.


Katie Sudol is a Partner at Simpson Thacher and a member of the Firm’s Corporate Department. For over 20 years at the Firm, Katie has advised corporate, private equity and other clients on a variety of complex and high-profile public and private merger and acquisition transactions globally, including acquisitions, dispositions, minority and strategic investments, going private transactions, leveraged buyouts and joint ventures.

Select transactions on which Katie has worked include:

  • First Data in its $22 billion merger with Fiserv to create one of the world’s leading payments and financial technology providers
  • KKR in its announced $2.2 billion acquisition of certain international operations from Campbell Soup Company, $2.2 billion sale of Kokusai Electric, $5.8 billion sale with Affinity Equity Partners of Oriental Brewery, leveraged buyouts of Alliance Tire Group and Goodpack Limited, and its sales of Gland Pharma and Unisteel Technology International
  • Blackstone in its $1 billion acquisition of Shya Hsin Packaging, A$750 million acquisition of Orica Chemicals, and acquisition of Antares Restaurant Group
  • Alibaba Group Holding Limited in its $9.5 billion acquisition of Ele.me, $5.7 billion going private transaction involving Youku Tudou, $4.6 billion investment in Suning Commerce Group and related $2.3 billion investment by Suning in Alibaba, and $1.6 billion going private transaction involving AutoNavi Holdings
  • Special Committee of the Board of Directors of iKang Healthcare Group, Inc. in its $1.2 billion going private transaction
  • Mars, Incorporated, in its $23 billion leveraged buyout of Wm. Wrigley Jr. Company
  • Gas Natural SDG in its $28.5 billion unsolicited exchange offer for Endesa S.A.

Katie has been recognized as a leading M&A and private equity lawyer by Chambers and Partners, IFLR1000 and Legal 500. She has been named as an “MVP” in Retail by Law360, the best M&A and private equity lawyer by the Euromoney Asia Women in Business Law Awards, and one of the top 100 private practice lawyers for the China market by the China Business Law Journal.

Katie led the Firm’s Mergers & Acquisitions Practice in Hong Kong from 2010 to 2018. She has been a member of the Firm’s Executive Committee and currently chairs the Business Development Committee and serves on the Finance Committee, Diversity Committee and Counsel Committee.

Katie received her J.D. from New York University School of Law and her B.S. from Northwestern University, School of Speech. She is a member of the Board of Trustees of New York University School of Law.


Rita O’Neill is a partner in Sullivan & Cromwell LLP’s General Practice Group and serves as co-head of the Global Private Equity Group. She has a broad-based practice that includes advising clients on mergers and acquisitions and securities offerings, and providing general corporate advice on disclosure and governance. She has advised clients in a wide range of industries, including apparel, financial institutions, healthcare and life sciences, semiconductors, telecommunications and transportation. In 2019, she was named among the Los Angeles Business Journal’s “Most Influential Private Equity Investors & Advisors.”

Ms. O’Neill has advised on a variety of complex matters for her clients. Recently she has advised: 1st Century Bancshares, Arconic Corporation, Ares Management, Ascribe Capital, The AZEK Company, CapGen Capital Group, FilmYard Holdings, Goldman Sachs, Houlihan Lokey, Lion Capital, MUFG Union Bank, Oaktree Capital Management, Ontario Teachers’ Pension Plan, Optimer Pharmaceuticals, Pabst Brewing Company, Royal Philips, SPO Partners, Tinicum Capital Partners and Versa Capital Management.

Ms. O’Neill is a member of S&C’s Women’s Initiative Committee and Co-Chair of the ABA’s Women in M&A Subcommittee. She is also Co-Chair of the ABA’s Acquisition of Public Companies Subcommittee and Former Chair of its M&A Market Trends Subcommittee and its Deal Points Study on Carveout Transactions. Ms. O’Neill also serves as Co-Chair of the Tulane Corporate Law Institute. She is an active provider of pro bono legal services with a particular focus on education, foster youth and animal rights.

Education:
Boston College Law School, J.D. 2004 
Wellesley College, B.A. 1993

Bar Admissions:
California
New York
Massachusetts 

 

 

 


Sonia Kuester Pfaffenroth represents companies in a range of industries in international cartel investigations, merger and acquisition reviews and civil antitrust litigation, as well as providing day-to-day antitrust counseling.

Sonia rejoined Arnold & Porter in 2017 from the Antitrust Division of the US Department of Justice (DOJ) where she served most recently as Deputy Assistant Attorney General for Civil and Criminal Operations. In that role, Ms. Pfaffenroth was responsible for supervising both civil and criminal antitrust enforcement efforts, as well as the Division's work with antitrust and competition law enforcement agencies worldwide.  While at the DOJ, Ms. Pfaffenroth oversaw a number of the Division's most significant matters, including the Division's challenges to the Anthem/Cigna and Aetna/Humana mergers and the American Express litigation.

Before leaving to join the DOJ in 2013, Ms. Pfaffenroth was a partner at the firm.  Ms. Pfaffenroth originally joined Arnold & Porter in 2005 after clerking for Judge Paul Friedman of the US District Court for the District of Columbia.


Stephen is a Principal and Counsel of Stone Point Capital, a financial services-focused private equity firm. The firm has raised and managed eight private equity funds – the Trident Funds – and targets investments in companies in the global financial services industry and related sectors.

Prior to joining Stone Point Capital in 2008, Stephen was a corporate attorney at Debevoise & Plimpton LLP, where he focused on private equity M&A. He received a J.D. from the New York University School of Law and an A.B. from Princeton University.


Ting S. Chen is a partner in Cravath’s Corporate Department. Her practice focuses on mergers and acquisitions, corporate governance and activism and takeover defense. 

Ms. Chen’s clients have included Avon, BDT Capital Partners, British American Tobacco, DHT, DreamWorks Animation, Goldman Sachs, Honeywell, IBM, InterMune, JPMorgan Chase, Kraft, Lundbeck, OneBeacon Insurance, Pitney Bowes, Qualcomm, Starbucks, The Washington Post, White Mountains Insurance and Zale Corporation.

Ms. Chen has been recognized for her work in mergers and acquisitions by The Legal 500 and IFLR1000.  In 2019, she was included in Crain’s New York  Business’s list of “Notable Women in Law.”  In 2017 and 2018, Ms. Chen was named a “Next Generation Lawyer” in the media and entertainment arena by The Legal 500.  In 2015, Ms. Chen was named a “Rising Star” by Law360, recognizing her as one of eight outstanding merger and acquisition lawyers in the nation under the age of 40. 

Ms. Chen was born in Taipei, Taiwan.  She received an A.B. summa cum laude from Harvard University in 2003, where she was elected to Phi Beta Kappa, and a J.D. from Stanford Law School in 2006.  Ms. Chen joined Cravath in 2006 and became a partner in 2014.


Trevor Norwitz is a partner in the Corporate Department at Wachtell, Lipton, Rosen & Katz where he focuses primarily on mergers and acquisitions, corporate governance and securities law matters.  He has advised a range of public and private entities in a variety of industries in connection with mergers, acquisitions, divestitures, hostile takeover bids and defenses, proxy contests, joint ventures, financing transactions and corporate governance matters.

Selected representations by Mr. Norwitz include: Whole Foods in its sale to Amazon.com and its response to shareholder activism; Medivation in its sale to Pfizer; Dollar Tree in its contested acquisition of Family Dollar Stores; eBay in connection with a proxy contest by Carl Icahn, and its spinoff of PayPal, Inc.; Creative Artists Agency LLP in connection with its restructuring and sale of a controlling interest to TPG Group; S&P Global (formerly McGraw Hill) in its sale of the McGraw Hill Education business to Apollo Advisers, its joint venture with CME Group to form S&P/Dow Jones Indices, and its acquisitions of SNL Financial and other companies; and numerous transactions for Ventas, Novartis, AT&T and Danaher Corporation.

Mr. Norwitz teaches a course in Mergers and Acquisitions at Columbia University School of Law.  He chairs the New York City Bar Committee on Mergers and Acquisitions and Corporate Control Contests, and the M&A Subcommittee of the International Bar Association Securities Committee, and is a member of the American Law Institute, and committees of the American Bar Association.  He served as a member of an international advisory group to the South African government on company law reform.  A regular speaker and panelist at professional conferences, he has chaired and participated in numerous continuing legal education programs and contributes regularly to professional publications on topics relating to M&A and corporate governance.  Mr. Norwitz also chairs and serves on a number of non-profit boards, including of DirectWomen and Bernstein Institute of Human Rights at NYU Law School.

Born in Cape Town, South Africa, Mr. Norwitz received his Bachelor of Business Science from the University of Cape Town in 1986.  On a Rhodes Scholarship to Oxford University, he read law at Keble College, and then completed an LL.M. at Columbia University in 1990.  He joined the firm in 1994 and was named partner in 1998.


Damara is a partner in the Washington D.C. office of Vinson & Elkins and leads the firm’s National Security and International Trade practice. She advises clients on cross-border investment and national security matters, including national security reviews by the Committee on Foreign Investment in the United States (CFIUS) and Team Telecom, the mitigation of foreign ownership, control or influence (FOCI) for U.S. companies with security clearances, and the application of international trade controls, including export controls and economic sanctions.

Damara is recognized in Chambers USA and Chambers Global (2020) for her extensive experience advising clients before CFIUS and advising companies regarding the mitigation of FOCI, obtaining facility security clearances, and other compliance matters involving national industrial security regulations administered by the Defense Counterintelligence and Security Agency (DCSA) (formerly the Defense Security Service (DSS), the Department of Energy and other cognizant agencies. She has been involved in negotiating some of the most significant national security agreements with the U.S. government and has represented clients on a variety of landmark CFIUS and FOCI matters, including Takata in the $1.6 billion acquisition of its assets out of bankruptcy by Ningbo Joyson Key Safety Systems, Midea Group in its $5 billion takeover of KUKA AG, GLOBALFOUNDRIES in its acquisition of IBM’s semiconductor manufacturing division, Stanley, Inc. in its $1 billion acquisition by CGI Group, Temasek Holdings in its multi-billion dollar investment in Merrill Lynch, and The Carlyle Group in its $1.9 billion sale of Standard Aero and Landmark Aviation to Dubai Aerospace Enterprise.

In her international trade controls practice, Damara has advised a diverse group of U.S. and non-U.S. companies on export classification, licensing, compliance and enforcement matters involving U.S. export controls and economic sanctions administered by the U.S. Departments of State, Commerce, and Energy, the Nuclear Regulatory Commission, and the Department of the Treasury’s Office of Foreign Assets Control (OFAC), as well as import and licensing requirements administered by the Bureau of Alcohol, Tobacco, Firearms and Explosives. She also frequently advises on trade control issues in mergers, acquisitions, and divestitures.  She has advised trade controls clients in a diverse group of industries, including aerospace, automotive, cybersecurity, defense, education, energy, engineering, import/export, manufacturing, services and software.


Dusty is co-head of Global Mergers & Acquisitions (M&A).  Previously, he was global co-head of the Industrials Group and co-head of M&A Americas.  He joined Goldman Sachs in M&A in 1991.  Dusty was named managing director in 1999 and partner in 2000.  Dusty was named top Industrials M&A “Rainmaker” and one of the Top 50 M&A “Rainmakers” on Wall Street by Dealmaker Magazine in 2007.


Ethan is partner and head of US Corporate and M&A in New York. His practice comprises corporate, board of directors, M&A and SEC matters.

He has been repeatedly named a “BTI Client Service All-Star” based on the survey of general counsels of the Fortune 1000, and “Most Valuable Practitioner” in M&A, as well as having been selected, for a number of different assignments, as Dealmaker of the Year, Dealmaker of the Week and Dealmaker in the Spotlight by The American Lawyer and The Deal, and as a recipient of the Burton Award for Legal Achievement for writing on fiduciary duties. He is recognized as one of the country’s leading corporate lawyers in every major guide.

Ethan has helped a number of companies prevail against, manage and work constructively with “activist stockholders,” including in scenarios where these stockholders have board seats, are seeking board seats and do not have board seats. Experience includes responding to Brave Warrior, Corvex, Duquesne, Elliott, Franklin Mutual, Harbinger, Icahn, JANA, Paulson, Pershing Square, Relational, Starboard and Trian. For this and other work on behalf of clients, his former firm was ranked in Tier 1 for Shareholder Activism: Advice to Boards by Legal 500 US.

Previously, he clerked for the Honorable Robert P. Patterson, Jr. of the U.S. District Court for the Southern District of New York, served as Counselor to Chief Justice László Sólyom of the Hungarian Constitutional Court, and developed and participated in law reform projects in Eastern Europe under the auspices of the Soros Foundation and, later, Central European University.

Ethan has had essays and articles published in Law360, The Recorder, The Deal, Corporate Board Member, Directors Monthly, ABA Business Law, M&A Lawyer, Harvard Law School Forum on Corporate Governance, Deal Lawyers, The M&A Journal, and Insights, and was interviewed on video on the 2020 M&A outlook for Bloomberg, the role of insider stockholders in M&A transactions for The New York Times – Deal Book, and for the Conference Board about M&A risks for boards and management teams arising in connection with internal forecasts, the roles of insiders, and fundless, LP, and lesser-known sponsors.


Mr. Miller is a Vice Chairman in JPMorgan’s Mergers and Acquisitions Group, having joined the firm in October 2007 after spending 20 years at Credit Suisse. Prior to his current position, he was Head of Mergers and Acquisitions for North America and Head of the Financial Sponsor Mergers and Acquisitions effort at Credit Suisse.  Other managerial roles included co-heading the Credit Suisse Global Energy Group.

Mr. Miller has more than 30 years of experience in all aspects of financial advisory services.  He has advised both domestic and international clients across multiple industries, on a broad variety of assignments including mergers, acquisitions, divestitures, proxy contests, hostile transactions,  shareholder activism and defense preparations  including ongoing communication strategy, special committee assignments, and debt and equity capital raisings. Prior to banking, he worked as a Certified Public Accountant.  Mr. Miller is a Dean’s Advisory Council Member for the Kelley School of Business at Indiana University; and, a former Trustee for the Booth Graduate School  of Business at the University of Chicago.  He is a Trustee for the Studio Museum in Harlem where he serves as treasurer, one of New York's premier art museums. In addition, he sits on the board of directors for the Gordon A. Rich Foundation, which provides college scholarships for worthy high school students. 

 


Ann Beth Stebbins concentrates primarily on mergers and acquisitions. She represents acquirers, targets and financial advisors in public and private acquisitions in a broad range of industries.  She has extensive experience representing private equity firms and their portfolio companies in connection with acquisitions, joint ventures, and other strategic investments. Ms. Stebbins spent eight years in the Firm’s London office, and has been involved in numerous cross-border transactions. 

Ms. Stebbins lectures and participates in seminars on topics related to her practice.  She is an adjunct professor at Georgetown University Law Center in the business law program.  She was recognized as an Outstanding Women Leader by Georgetown University Law Center and was the 2018 recipient of the John Carroll Award, the highest honor bestowed upon a Georgetown alumnus. She also was named as one of The American Lawyer’s 2020 Dealmakers of the Year, and has been named as a Woman Dealmaker of the Year by The M&A Advisor and one of the Lawdragon 500 Leading Lawyers in America.

Ms. Stebbins’ representative transactions include:

- Amylin Pharmaceuticals, Inc. in its $7 billion acquisition by Bristol-Myers Squibb Company;

- Funds advised by Apax Partners LP in:

· their acquisition of ECI Software Solutions and the North American business of Exact Group B.V.;

· their acquisition of a majority stake in Accenture LLP’s Duck Creek insurance software business;

· their acquisition of a controlling interest in FULLBEAUTY Brands, Inc.;

· their acquisition of Quality Distribution, Inc.;

· their acquisition of Advantage Sales & Marketing from J.W. Childs Equity Partners and its subsequent sale to affiliates of private equity firm Leonard Green & Partners, L.P. and funds advised by CVC Capital Partners Limited; and

· their acquisition of Tivit, a leading technology service provider in Brazil.

- Bally Technologies, Inc. in its $5.1 billion acquisition by Scientific Games Corporation, a supplier of instant-win lottery tickets and a manufacturer of lottery terminals;

- Cineworld Group plc in its $3.6 billion acquisition of Regal Entertainment Group;

- Colfax Corporation in the sale of its fluid handling products to CIRCOR International, Inc. and its acquisition of Victor Technologies Group Inc. from Irving Place Capital;

- Empresas Polar S.A. in connection with the formation of a joint venture with PepsiCo, Inc. and Grupo Embotelladoras Unidas, S.A.B. de C.V. to manufacture and distribute beverages in Mexico;

- Gucci Group N.V. in its successful defense against a hostile takeover attempt by LVMH Moët Hennessy Louis Vuitton S.A.; and its independent directors in connection with Pinault-Printemps-Redoute’s acquisition of the publicly held shares of Gucci; and in numerous acquisitions of European luxury goods companies, including Sanofi Beauté (which includes the Yves Saint Laurent clothing and perfume businesses), Balenciaga S.A., Stella McCartney Ltd., Alexander McQueen Ltd. and Bedat S.A.;

- J. C. Penney Company, Inc. in its acquisition of the Liz Claiborne and Monet trademarks from Liz Claiborne, Inc.;

- Pharmaceutical Product Development, Inc. in its $3.9 billion sale to The Carlyle Group and Hellman & Friedman;

- SeaCube Containers, Ltd. in its $1.7 billion acquisition by Ontario Teachers’ Pension Plan;

- the independent members of the board of directors of Time Warner Cable Inc. in its acquisition by Charter Communications; and

- WABCO Holdings Inc. in its $7 billion acquisition by ZF Friedrichshafen AG.


David Feirstein is a senior partner in the New York office of Kirkland & Ellis LLP concentrating on mergers and acquisitions, corporate and securities law matters and corporate governance.

He has been recognized in Chambers USA: America’s Leading Lawyers for Business in 2020 and from 2016–2018, which said “he is a superstar; he is incredibly smart and very efficient,” and clients “appreciate his ‘extraordinary attention to detail and ability to manage complicated issues and transactions.’” He was also recognized in 2016 and 2014 as a “Rising Star” by Law360 for Mergers & Acquisitions, in The Legal 500 U.S. for M&A: Large Deals ($1bn+) in 2018, 2017 and 2015, and by Super Lawyers for his corporate practice.

David also teaches a class as an adjunct professor at NYU Law on negotiating corporate transactions. He earned his J.D. from the New York University School of Law where he graduated magna cum laude, and earned his B.A. in political science from the University of Pennsylvania.