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Kirkland & Ellis LLP

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Dean Shulman

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Kirkland & Ellis LLP

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Dean Shulman represents clients on a range of domestic and international tax matters, including mergers, acquisitions, divestitures, tax-free spin-offs, leveraged buyouts, IPOs and the formation of funds. Dean has extensive experience advising on and structuring complex transactions for numerous private equity clients, including Blackstone, KKR, Silver Lake Partners. and Carlyle.  He also regularly represents high-profile public companies such as Corning, Wyndham, Mead Johnson, Teva, Bristol-Myers Squibb, and Baxter International.


LLM, Taxation, New York University School of Law, 1993; JD, New York University School of Law, 1991 (cum laude); AB, Muhlenberg College, 1988 (summa cum laude).

United States: M&A/corporate and commercial

M&A: large deals ($1bn+)

Within: M&A: large deals ($1bn+)

Kirkland & Ellis LLP has invested heavily in its M&A practice over the last decade and recently welcomed Eric Schiele from Cravath, Swaine & Moore LLP. Clients now point to the ‘extremely high availability and deep bench’ at a firm that has ‘expanded its presence’ in key locations such as Houston, where ‘very strong lawyerAndrew Calder is at the forefront of energy M&A and private equity. Calder led the team that advised Energy Future Holdings on its $18.8bn sale to a newly formed subsidiary of Sempra Energy, which included its 80% indirect interest in Oncor Electric Delivery. The firm has a consistent pipeline of significant strategic M&A deals as well as takeover and activist defense engagements. In 2017, it advised Amsterdam-based AkzoNobel on its successful takeover defense against PPG’s $29.5bn merger proposal; this work included the successful defense against Elliott Management’s attempt to remove Antony Burgmans as chairman of AkzoNobel. In another marquee matter, it advised Huntsman Corporation on its $20bn all-stock merger of equals with Clariant. The firm’s ambitious lateral recruitment strategy continues to pay dividends with Jonathan Davis, a 2016 hire from Cravath, Swaine & Moore LLP, advising Mead Johnson Nutrition on its $17.9bn acquisition by UK-headquartered Reckitt Benckiser Group, one of the largest UK to US transactions in history. David Fox operates at the top of the market, as do Daniel Wolf, Sarkis Jebejian, David Feirstein, Peter Martelli and William Sorabella. Chicago-based Scott Falk is ‘a truly effective advocate’ who is ‘very effective at guiding the deal to meet the greater corporate goal’. Dean Shulman provides tax advice on M&A transactions and Washington DC’s Mario Mancuso is a formidable CFIUS specialist. Attorneys are based in New York unless stated otherwise.

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United States: Tax

International tax

Within: International tax

Kirkland & Ellis LLP has a strong focus on public M&A and private equity deals, and is also extremely adept in restructurings, reorganizations, financings, executive compensation arrangements and other transactions with complex tax implications. New York’s Dean Shulman and Chicago’s Mike Carew advised global manufacturer and marketer of differentiated chemicals Huntsman on its combination agreement with Swiss-based global specialty chemical company Clariant through an all-stock tax-free cross-border merger, with enterprise value of approximately $20bn. Assisting global pediatric nutrition business Mead Johnson with its $17.9bn cross-border sale to UK-based consumer health and hygiene company Reckitt Benckiser is another recent highlight. Chicago-based Todd Maynes is also recommended, as is Lee Morlock, who recently joined the Chicago office from Mayer Brown.

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US taxes: non-contentious

Within: Leading lawyers

Dean Shulman - Kirkland & Ellis LLP

Within: US taxes: non-contentious

The ‘excellent and professional’ tax team at Kirkland & Ellis LLP is ‘extremely knowledgeable in tax structuring and provides very detailed and quick responses to questions’. Public and private M&A, restructuring and real estate taxation are the primary areas of activity. A recent highlight was advising on the sale of client Avista to Canadian energy company Hydro One for $5.3bn. The ‘responsiveGregory Gallagher in Chicago regularly represents Bain Capital Private Equity, for example during its sale of Consolidated Container to Loews for $1.2bn. Dean Shulman in New York and Mike Carew advised Micro Focus International on acquiring Hewlett Packard Enterprise’s software business via a Reverse Morris Trust for $8.8bn, while Todd Maynes assisted LINN Energy with its bankruptcy-related reorganization plans, which contained $8bn of funded indebtedness. Also recommended are Rachel Cantor, Lee Morlock and Kevin Coenen. Named attorneys are based in Chicago unless otherwise specified.

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