FacultyFaculty/Author Profile

Katherine M. Bristor

Skadden, Arps, Slate, Meagher & Flom LLP

New York, NY, USA

Katherine M. Bristor advises U.S. and international clients on the tax aspects of corporate transactions, including spin-offs, divestitures, private equity investments, public offerings, acquisitions, tax-free reorganizations, leveraged buyouts, the formation of joint ventures and S corporation issues. She also advises financially troubled and bankrupt companies on a variety of issues, including debt restructurings, preservation of net operating losses, the creation of qualified settlement funds and internal corporate restructurings. In addition, Ms. Bristor counsels partnerships and limited liability companies in connection with ongoing operations, acquisitions, restructurings, financings, unwinds and incorporations.

Among others, Ms. Bristor has represented:

  • Aeroflex Incorporated, a manufacturer of components for the aerospace and communications industries, in its approximately $1.1 billion leveraged buyout by Veritas Capital, a private equity firm;
  • Cendant Corporation in its tax-free spin-offs of Realogy Corporation and Wyndham Worldwide Corporation; and its $4.3 billion sale via an auction of its Travelport Ltd. unit to The Blackstone Group, L.P;
  • Chattem, Inc., a consumer health care products, toiletries and dietary supplements manufacturer, in its approximately $1.9 billion acquisition by sanofi-aventis (France), a pharmaceutical company;
  • Crown Limited, an operator of casinos (Australia), in its $370 million acquisition of an approximately 25 percent stake in Cannery Casino Resorts LLC from Millennium Gaming, Inc. and Oaktree Capital Management, LLC;
  • Entretenimiento GM de México S.A. de C.V. (Mexico), an entertainment company, in its approximately $315 million acquisition of Grupo Cinemex, S.A. de C.V. (Mexico), an operator of cinemas and theaters, and its subsidiaries from AC Entertainment;
  • FGX International Holdings Limited, a designer and marketer of non-prescription reading glasses and sunglasses, in its approximately $565 million acquisition by Essilor International (France), a provider of ophthalmic optical products; 
  • Great Plains Energy Incorporated in its approximately $2.7 billion acquisition of Aquila, Inc., a distributor of natural gas and electricity;
  • Landmark Communications, Inc. in the sale of the Weather Channel and other businesses including newspapers and broadcast television stations to NBC Universal, Inc., Bain Capital, LLC and The Blackstone Group L.P.;
  • Lincoln National Corporation in its approximately $430 million sale of its asset management unit, Delaware Management Holdings Inc., to Macquarie Group Limited (Australia);
  • NYMEX Holdings, Inc., the parent company of the New York Mercantile Exchange, Inc., in its $956 million secondary offering of common stock;
  • Orbitz Worldwide, Inc. and its parent company, Travelport Limited (a portfolio company of private equity firm The Blackstone Group, L.P.), in connection with a $1 billion cash distribution by Orbitz Worldwide to Travelport;
  • Pacific Century Group Holdings Limited (Hong Kong) in its approximately $500 million acquisition of a portion of the investment advisory and asset management business of American International Group, Inc;
  • Permira Funds, a private equity firm (United Kingdom), in the approximately $2.3 billion sale of Jet Aviation Holding AG (Switzerland) by Dreamliner Lux S.a.r.l. (a Luxembourg-based company controlled by Permira Funds) to General Dynamics Corporation;
  • Realogy Corporation in its approximately $9 billion acquisition by Apollo Management, L.P., a private equity firm, in a going-private transaction; and
  • the special committee of the board of directors of Alfa Corporation in connection with Alfa Corporation's $840 million going-private acquisition by its controlling shareholder, Alfa Mutual Group. Both Alfa Corporation and Alfa Mutual Group are insurance companies.

In addition to acquisition and other transactional work, Ms. Bristor represents U.S. and international corporations and investment banks in connection with public offerings of debt, equity and other financial instruments. In this area, she has advised Equitable Resources, Inc. in its senior notes offering, and ABN AMRO Bank N.V. as dealer in a tender offer and consent solicitation for senior guaranteed notes.

Ms. Bristor also advises international clients in connection with the issuance of tax-favorable financing structures, joint ventures with U.S. partners, acquisitions of U.S. businesses and PFIC (passive foreign investment company) issues. She has advised clients in their negotiations with the city of New York and the state of New York to obtain tax benefits as an incentive to remain in New York and obtained advisory opinions from both the city and the state on their behalf.

Ms. Bristor has contributed articles to the Practising Law Institute and the New York University Institute on Taxation. She is a member of the board of directors of the Lar Lubovitch Dance Company and a member of the Dean's Council at the Columbia University School of Law. Ms. Bristor also was named a 2006 Rockefeller Fellow by the Partnership for New York City.


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