Wachtell Lipton Rosen & Katz - The Who's Who Legal 100 2012

What is the Who's Who Legal 100?

In the past year Wachtell has represented clients from a variety of sectors in multi-billion dollar transactions, including acting for El Paso Corporation in its $38 billion negotiated sale to Kinder Morgan, United Technologies in its $18.4 billion acquisition of Goodrich Corporation, and Motorola Mobility Holdings in its $12.5 billion sale to Google. In the words of one source, “Wachtell is – in the quality of its service and the stature and influence of its clients – untouchable as the leading corporate law firm in New York and the wider United States.”

Lipton and Katz enjoy dual listings in the corporate governance and M&A chapters, which feature 12 and seven Wachtell lawyers respectively. Also featured in both sections is executive committee co-chair Edward Herlihy who focuses his practice on complex mergers, acquisitions and recapitalisations on behalf of banks and financial institutions, and he earns an additional listing alongside Richard Kim – a former attorney with the board of governors of the Federal Reserve System – in the banking chapter. Adam Emmerich is also recognised for his M&A and corporate governance work as well as his “first-rate” practice in real estate law, having acted for AMB Property Corporation in its $15 billion merger with ProLogis, to create a REIT with combined assets owned and under management of $46 billion. Robin Panovka joins him in the corresponding chapter.

Name partner Herbert Wachtell is the foremost name among the firm’s four representatives in the commercial litigation section, whose “incredible” career spans six decades and has seen him act extensively before the federal and state appellate courts. Marc Wolinsky supplements his listing in this section with an appearance in the corporate governance chapter, while white-collar and regulatory practice group head Lawrence Pedowitz earns an additional listing alongside John Savarese in the business crime defence chapter.

Four Wachtell lawyers rank highly in the competition chapter. A former staff attorney in the Competition Bureau of the Federal Trade Commission (FTC), Ilene Knable Gotts is a “very well-established” name in advising clients on the antitrust components of major mergers and acquisitions. Similarly well regarded for his work in relation to corporate transactions, David Neill has represented clients before the US Department of Justice, the FTC and the Federal Reserve Board, recently acting for JPMorgan Chase and BankAmerica in their proposed acquisition of Sallie Mae.

Wachtell’s corporate and financial acumen is further demonstrated by its performance in the corporate tax and insolvency and restructuring chapters, which feature three lawyers apiece. In the former section, of counsel and head of the firm’s tax department Peter Canellos is hailed as “world class” for his work in acquisitions, dispositions and financings. Chair of the restructuring and finance department Harold Novikoff leads the firm’s lawyers in the corresponding chapter, where his Chapter 11 and out-of-court debt restructuring work is held in high regard by peers.

Wachtell Lipton Rosen & Katz - Professional Notice

M&A/Corporate/Transactions: Wachtell Lipton counsels both public and private acquirers and targets, advising on a wide range of corporate matters, including US, cross-border and international mergers and acquisitions; private equity and strategic investments; spin-offs and split-ups; securities offerings and other capital-raising transactions. In addition, the firm is recognised for its decades-long leadership in the areas of takeover defence; shareholder activism and corporate governance.

Litigation and Investigations: Wachtell Lipton handles a wide variety of high-profile, complex litigation for major corporations and leading financial institutions, including:

• corporate, business and financial disputes, especially those involving highly complex securities and other financial instruments. Recent successful representations include JPMorgan in connection with the Madoff trustee litigation; Bank of America in multiple matters relating to mortgage-backed securities; and National Australia Bank in the Morrison case before the US Supreme Court, which eliminated the applicability of US securities laws to non-US transactions.

• M&A deal litigation and takeover litigation, having handled most of the seminal cases in Delaware courts and elsewhere establishing US takeover law, including the Airgas, Household, Revlon, Newmont Mining, Macmillan, Interco, Time Warner, QVC and IBP decisions.

• White-collar and governmental investigations, including successful representations of US and foreign financial institutions, pharmaceutical companies and other enterprises in criminal and regulatory investigations relating to alleged accounting and securities fraud, tax fraud, criminal antitrust violations, foreign corrupt practices act violations and other issues.

Restructuring and Finance: Wachtell Lipton has one of the leading restructuring practices in the nation, principally representing creditors in national and multinational bankruptcy cases and out-of-court restructurings. In addition, attorneys in the firm’s restructuring and finance group regularly handle the financing of complicated acquisitions or divestitures of businesses in financial distress or bankruptcy, highly-leveraged transactions and other major transactions involving significant debtor/creditor issues.

Cross-Border and Global work: Wachtell Lipton has extensive experience leading major cross-border and international transactions, including many transactions in which US law is not the primary legal regime, and including many transactions requiring coordination among the legal regimes of multiple nations. The firm has strong relationships with leading law firms around the world, and has a long and successful track record of working closely with firms in many jurisdictions on cross-border and multinational transactions. In these transactions, the firm frequently plays a leadership or “team captain” role in which it brings to bear its deep experience with the strategic and transactional issues common to complex transactions everywhere, as well as its knowledge of the underlying legal regimes.

Creativity in Service of its Clients: Wachtell Lipton has repeatedly contributed to major evolutions in corporate law in order to advance the interests of its clients. Among other things, the firm originated the “poison pill”; structured the first cross-border “Morris Trust” transaction between SmithKline Beckman and Beecham; overturned in the US Supreme Court four decades of lower-court case law regarding the applicability of US securities law to transactions involving shares of foreign issuers on foreign exchanges; and has been involved in – and litigated – the transactions giving rise to most of the landmark takeover and corporate governance decisions in Delaware.

Distinctive Approach: Wachtell Lipton always approaches its clients’ legal issues within the larger framework of each client’s strategic, business and financial goals. The firm focuses on matters that require the attention, extensive experience, expertise and reputation of its partners. In order to provide this partner-intensive service, the firm generally does not handle routine matters; limits the number and type of matters it does undertake; and operates with a ratio of partners to associates far above that of its major competitors.

Contact

Co-Chairmen: Edward D Herlihy and Daniel A Neff

Wachtell, Lipton, Rosen & Katz

51 West 52nd Street

New York, NY 10019

www.wlrk.com