Robert E. Spatt has been a corporate partner at Simpson Thacher & Bartlett LLP in New York since 1987, where he specializes in corporate and corporate governance advice to public and private company boards of directors, and mergers, acquisitions and restructurings for buying and selling companies, their financial advisors, control stockholders, leveraged buy-out firms and special committees of boards of directors. Mr. Spatt graduated from Brown University (A.B. 1977) and University of Michigan Law School (J.D., magna cum laude 1980, Order of the Coif). He was admitted to the New York State Bar in 1980. Mr. Spatt has published various articles on M&A subjects and regularly serves as a faculty member for leading M&A seminars and institutes. Mr. Spatt is the cochairman emeritus of the Tulane Corporate Law Institute, one of the country's leading M&A institutes. He also served as a Professional Fellow of the NYU Center for Law and Business. Mr. Spatt has been named one of the leading M&A lawyers in numerous legal publications including Chambers Global (2012, 2011, 2010, 2009 and 2008) World's Leading Lawyers for Business and Chambers USA (2012, 2011, 2010, 2009, 2008, 2007, 2006 and 2005) America's Leading Lawyers for Business. He has also been listed as a top Corporate Governance or M&A lawyer in Euromoney’s Expert Guides “The Best of the Best” (2012, 2011, 2010, 2009 and 2008), Who’s Who Legal (2012, 2011, 2010, 2009 and 2008), and has been included in Lawdragon’s “Lawdragon 500 Leading Lawyers in America” since its inception in 2005 and was featured on the cover spread for the 2009 annual issue.
Some of Mr. Spatt’s recent principal transactions have included advising McKesson in its pending acquisition of PSS World Medical; Apax Partners, CPPIB and PSP Investments in its acquisition of Kinetic Concepts; Japan’s Toshiba Medical Systems Corporation in connection with its acquisition of Vital Images; CoStar Group, Inc. in connection with its acquisition of LoopNet; Apax Partners and Tommy Hilfiger in the sale of Tommy Hilfiger to Phillips-Van Heusen; Facet Biotech in its sale to Abbott Laboratories (after having represented Facet in defense of the unsolicited acquisition proposal for Facet made by Biogen Idec); the Audit Committee and Special Strategic Committee of the Board of Directors of Clearwire Corporation in its 2009 equity infusion from its majority stockholders; CSL Limited in its agreement to acquire Talecris Biotherapeutics Holdings Corp.; the Board of Directors of Dow Jones & Company, Inc. in connection with its unsolicited proposal from, and ultimate sale to, News Corp.; Invus in its significant equity investment in Lexicon Pharmaceuticals; SandRidge Energy in its acquisition of NEG Oil & Gas, Carl Icahn’s oil & gas businesses; McKesson in its acquisition of Per-Se Technologies; Smithfield Foods in its acquisition of Premium Standard Farms; the Special Committee of the Board of Directors of Lafarge North America in the unsolicited cash tender offer by its controlling stockholder Lafarge SA (and subsequent increased supported offer); Placer Dome in connection with the unsolicited acquisition bid made by Barrick Gold and subsequent increased supported exchange offer; Seagate in its acquisition of Maxtor; the Special Committee of Sotheby’s Holdings in its buyback of the controlling interest in the corporation held by the Taubman family; the Special Committee of the Board of Directors of Eon Labs in its sale to Novartis; Harmony Gold in its unsolicited bid for, and acquisition of a minority stake in, Gold Fields; UFJ as U.S. counsel in its unsolicited bid by, and merger with, Mitsubishi Tokyo Financial Group; Citizens Communications in its evaluation and implementation of financial and strategic alternatives; CSL Limited in its acquisition of Aventis’ worldwide blood plasma business; H.J. Heinz in its “reverse morris trust” spin/merge transaction with Del Monte Foods; the controlling stockholders of Panamco in its acquisition by Coca Cola FEMSA; Moody’s Corp. in its acquisition of KMV, the principal stockholders of Louis Dreyfus Natural Gas in its sale to Dominion Resources; Franchise Finance Corporation of America in its sale to GECC; Smithfield Foods in its bid for IBP; the Special Committee of the Board of Directors of AXA Financial in the buyout by its 60% parent AXA Group; Moore Corporation in its recapitalization; Artal International in its acquisitions of Weight Watchers International; Keebler and Sunshine Biscuits and its sale of Nellson Nutraceutical to Fremont Partners; Frontier Corp. in its sale to Global Crossing and in its sale of the Frontier ILEC business to Citizens Communications; Nine West Group in its sale to Jones Apparel; Xcelera.com in the partial equity sale of its Mirror Image Internet unit to Exodus Communications; Firstar in its merger with StarBanc; Guy Gannett Communications in the sale of its newspaper business to the Seattle Times and its broadcasting business to Sinclair Broadcasting; LCI Communications in its merger with Qwest; the New York Times in its acquisition of the Boston Globe; American Home Products (now Wyeth) in its acquisition of American Cyanamid and its terminated mergers with Monsanto and Warner-Lambert; Fibreboard in its acquisition by Owens Corning; Warnaco Group in its acquisition of Authentic Fitness and Designer Holdings; and the controlling stockholders of the Family Channel in its sale to The News Corporation. Additionally, Mr. Spatt represented Kohlberg Kravis Roberts & Co. in a number of its most significant early acquisitions, including Wometco, Beatrice, Duracell and RJR Nabisco and related business divestitures.
Mr. Spatt also has an extensive practice in representing financial advisors in M&A transactions, including recently the financial advisors for Vantiv in its acquisition of Litle & Co., for UnitedHealth Group in its merger with Amil Participações S.A. and for its acquisition of XLHealth Corp., for United Technologies in its acquisition of Goodrich, for Medco Health Solutions in its merger agreement with Express Scripts, for Arch Chemicals in its sale to Lonza Group, for Carpenter Technology in its acquisition of Latrobe Specialty Metals, for Deutsche Börse AG in its terminated merger with NYSE Euronext, for Motorola in its spin-off of Motorola Mobility Holdings, for Caterpillar in its acquisition of Bucyrus International, for the ACG Committees of the General Partners of each of Duncan Energy Partners and Enterprise GP Holdings LP in their separate mergers with affiliates, for the Audit Committee of News Corp. in its acquisition of Shine Group, for CenturyTel in its acquisition of Qwest Communications International, and for PepsiCo in its acquisition of all of the outstanding shares it did not already own in The Pepsi Bottling Group, Inc. and PepsiAmericas, Inc.