Cleary Gottlieb Steen & Hamilton

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Abena Mainoo’s practice focuses on enforcement and complex civil litigation. Abena has represented companies in cross-border investigations and civil litigation involving allegations of fraud, sanctions violations and foreign corrupt payments. Abena also conducts internal investigations and advises on corporate compliance programs as well as corporate governance.

Adam Brenneman’s innovative work on complex cross-border transactions includes some of the region’s largest capital markets, special situations financing, and restructuring transactions. He regularly works for issuers, underwriters, and capital providers in transactions ranging from initial public offerings (IPOs), bond issuances, liability management transactions, loans, special situations and distressed investing, and distressed exchange offers in the United States, Latin America, and the Caribbean, as well as other jurisdictions. Adam’s work has been lauded by Chambers Global, Chambers Latin America, Latinvex, The Legal 500 Latin America, The Legal 500 U.S., and others.

Adam E. Fleisher is a partner based in the New York office. Mr. Fleisher is a corporate and securities lawyer whose practice focuses on a variety of corporate finance transactions. He has extensive experience across a number of areas, including: International and U.S. capital markets offerings, including IPOs, convertible bond offerings, rights offerings, block trades and high yield bond offerings Liability management transactions, including tender offers, exchange offers, consent solicitations and open market repurchases Private equity firm structuring and private equity M&A Syndicated lending Securities and loan trading.

Ari D. MacKinnon’s practice focuses on international arbitration in Latin America, with a particular emphasis on matters relating to the oil & gas, mining and infrastructure sectors, as well as ESG- and corruption-related issues. Ari has successfully represented a number of major Latin American oil and gas, energy, infrastructure, and pulp and paper companies, as well as state-owned companies and sovereigns clients in disputes in the region. He speaks regularly in Latin America on topics related to arbitration and crisis management. Ari has experience conducting arbitrations in both English and Spanish.

Arthur H. Kohn is a partner based in the New York office of Cleary Gottlieb Steen & Hamilton LLP. Mr. Kohn's practice focuses on compensation and benefit matters, including tax, securities law, corporate governance and other disciplines related to executive compensation, mergers and acquisitions, capital markets, pension compliance and investment, employment law and related matters. He advises public and private companies in financial services, retail, industrial, technology and other industries. He teaches the Taxation of Executive Compensation at NYU Law School, and has written and spoken extensively on compensation and governance matters. He also is a member of the Board of Advisors of the Weinberg Center.

Benet O’Reilly

Benet J. O’Reilly is a leading M&A lawyer with over two decades of experience advising clients on complex, high-stakes transactions. He focuses on public and private M&A, private equity investments, and restructuring matters, with deep expertise in cross-border transactions. Benet’s practice spans a range of industries, with a focus on technology, life sciences and healthcare. He is known for delivering strategic, practical counsel on transformative deals and navigating clients through challenging regulatory and business dynamics. His recent matters include representing GSK in its acquisitions of Aiolos Bio and Boston Pharmaceuticals’ lead asset; Synopsys in its $35 billion acquisition of Ansys; American Tower in its $10.1 billion acquisition of CoreSite and $3.5 billion acquisition of InSite; and IFF in its $45.4 billion Reverse Morris Trust merger with DuPont’s Nutrition & Biosciences business. Other notable clients include Goodyear, Juul Labs, Levi Strauss & Co., Post Holdings and Shionogi. Benet is valued for his strategic judgment, calm under pressure, and ability to navigate complex, multijurisdictional transactions.

Mr. Byrne’s practice focuses on the antitrust review of mergers and acquisitions by the U.S. Federal Trade Commission (FTC), the Department of Justice (DOJ), and the European Commission; criminal investigations, EU cartel proceedings, and other antitrust enforcement matters; and civil antitrust litigation. He has represented clients in a number of industries, including chemicals and plastics, metals and mining, oil and gas, consumer products, telecommunications and technology, defense, health care, finance and banking, pharmaceuticals, insurance, agricultural chemicals and biotechnology, grocery and other retail, building materials, airlines, and automotive and other manufacturing.

Carmine Boccuzzi

Chantal Kordula

Chantal is a partner at Cleary Gottlieb. Fluent in Spanish, French, and English, her practice focuses on international business and financing transactions, particularly those involving Latin America. Chantal regularly represents blue-chip companies, state-owned entities, and investment funds in their M&A, financing, and infrastructure development activity in the region and globally, as well as multinationals in their investments throughout the area. Frequently recognized and awarded by the leading industry publications, Chantal’s work bridges M&A and finance to devise creative solutions to her clients’ biggest challenges. With extensive experience in a wide range of industries, her clients include: Coca-Cola FEMSA, CFE, Codelco, The Government of Puerto Rico, Grupo Bimbo, LATAM Airlines, Mitsui, Pemex, Posadas, and Vitro, among many others.

Christopher Austin

Christopher E. Austin focuses on public and private merger and acquisition transactions. He also provides advice regarding governance matters and fiduciary duties of officers and directors to corporations and their boards.

Corey Goodman’s practice focuses on taxation. He advises clients on federal income tax matters including the structuring, documentation, and negotiation of a variety of domestic and international transactions, including mergers and acquisitions, joint ventures, spinoffs, bankruptcy reorganizations, refinancings, securitization transactions, and cross-border and internal restructurings. Corey frequently speaks on tax topics involving corporate strategic mergers and acquisitions, spinoffs, and other international tax issues.

Craig B. Brod focuses on a wide variety of complex securities, corporate governance and corporate matters. Advises senior management and boards of U.S. and non-U.S. entities on these subjects, including in connection with SEC filings, public–private offerings of debt and equity securities (including IPOs and cross-border financings) and corporate transactions, including spin-offs.

Daniel C. Reynolds’ practice focuses on domestic and international real estate transactions, including the financing, acquisition, and disposition of real property. He has represented clients in the negotiation of joint ventures to acquire, finance, and develop office, retail, hotel, multifamily, and mixed-use properties throughout the United States, and he regularly advises both borrowers and lenders in mortgage and mezzanine financing transactions, including both securitized loans, balance sheet loans, bridge loans, and construction loans. He has also represented lenders and borrowers in the workout and enforcement of various financing structures, including mezzanine loan foreclosures.

Daniel Culley’s practice as a Partner at the firm focuses on antitrust counseling and antitrust litigation. His work includes counseling, merger control, antitrust litigation, and civil and criminal government investigations, particularly for high-tech industries and two-sided markets. Daniel has represented clients in federal and state courts and advised clients in both criminal and civil investigations by the U.S. Department of Justice, the FTC, state agencies, and the European Commission.

Daniel Ilan is Leader of Cleary Gottlieb’s Global Intellectual Property Group and is based in the firm’s New York office. His practice focuses on intellectual property law, cybersecurity, and privacy, as well as artificial intelligence. Daniel has significant experience in representing leading multinational corporations and private equity firms in IP, technology, AI, cybersecurity, and privacy issues arising in transactional contexts, particularly transactions involving licensing or acquisition of, or investment in, IP, data, and various technologies. Daniel is a member of the board of directors of Volunteer Lawyers for the Arts, a preeminent legal aid organization providing pro bono legal representation to artists, fashion designers, and nonprofit arts and cultural organizations.

David C. Lopez represents a broad range of corporate clients including in the retail, healthcare, insurance and technology sectors. He has a broad corporate advisory practice including governance, SEC disclosure and compliance, capital markets issuance and structuring, securities law, corporate finance transactions, buybacks and insider trading advice. He represents issuers and investment banks in capital markets transactions involving initial public offerings, public and private debt, convertible, investment grade and high yield debt, equity financings, structured securities and equity derivatives. His practiec maintains a specialty in liability management, including issuer tender offers, public and private exchanges offers related to corporate restructurings, acquisitions, and consent solicitations.

David Last’s practice focuses on white-collar criminal defense and government investigations, including defending companies and individuals in a wide range of high-stakes domestic and international enforcement actions and trials with a particular focus on Foreign Corrupt Practices Act (FCPA) matters.

David E. Brodsky is a partner based in the firm’s New York office. Mr. Brodsky specializes in white-collar criminal defense, securities and commodities enforcement, internal investigations. He represents corporations and individuals in investigations involving alleged insider trading, accounting and securities fraud, foreign corrupt payments, money laundering, bid rigging and obstruction of justice.

David Gelfand is a partner based in the Washington, D.C. office. His practice focuses on a broad range of antitrust matters, including U.S. litigation, notifying mergers and acquisitions in the U.S. and other jurisdictions, and providing antitrust advice to clients regarding potential transactions and various business practices. His clients have included companies in various industries, including computer software, computer hardware, information services, electronic platforms, chemicals, metals, pharmaceuticals, product manufacturing, retailing, and oil and gas. He is a frequent speaker at industry conferences and academic seminars.

David Leinwand is a partner based in the New York office. Mr. Leinwand's practice focuses on merger and acquisition transactions. David has represented a broad array of buyers and sellers, as well as their financial advisors, in a wide variety of public and private deals. In particular, he has significant experience advising private equity firms in their acquisitions and dispositions. He also provides advice regarding governance matters and the fiduciary duties of officers and directors to corporations and their boards.

David Botter’s practice focuses on large, complex restructuring cases, both out of court and in Chapter 11, across a variety of industries. He specializes in domestic, multijurisdictional and cross-border matters for both distressed companies and major creditors, with an emphasis on chapter 11 creditors’ committees and bondholder committees. He is particularly respected for his representation of bondholders as part of his broad creditor-side practice. He also has experience representing institutional investors, hedge funds, debtors-in-possession, post-petition lenders, and acquirors of distressed assets in the health care, transportation, and energy sectors, among others.

Focuses on domestic and cross-border corporate restructurings, with an emphasis on creditors’ committees and bondholder committees in large, complex cases, both in and out of court. Represents bondholders, noteholders, institutional investors, hedge funds and other interested parties. Also has represented debtors in possession, post-petition lenders and acquirers of distressed assets. To learn more about David, please visit his full profile: https://www.akingump.com/en/lawyers-advisors/david-h-botter.html

Derek M. Bush advises U.S. and international financial institutions and foreign sovereigns on full range of U.S. bank regulatory matters and legislation, including: Dodd-Frank Act requirements, restructurings, corporate governance and investments; corporate transactions, including M&A, asset sales, privatizations, capital markets transactions, joint ventures and strategic alliances; and internal investigations and in enforcement proceedings involving federal banking agencies.

Duane McLaughlin

Duane McLaughlin is a partner based in the New York office. Mr. McLaughlin’s practice focuses on financing transactions and mergers and acquisitions. He regularly represents private equity funds and their portfolio companies, focusing on bank financings, high-yield debt issuances and initial public offerings. He advises a number of NYSE and Nasdaq-listed U.S. and non-U.S. companies on corporate governance and disclosure matters. He has been involved in a number of transactions in Latin America.

Edward J. Rosen is a partner based in the New York office. Mr. Rosen’s practice includes domestic and international matters, specializing in the structuring of complex securities and derivatives transactions, U.S. securities and commodities law regulation and financial product development and documentation. Mr. Rosen advises a broad range of market participants, including trade associations, exchanges, clearinghouses, investment banks, commercial banks, brokers, electronic trading platforms, money managers, traders, professional intermediaries and end users, in the U.S. and abroad. Mr. Rosen has served as counsel to the Securities Industry and Financial Markets Association, the Futures Industry Association, the International Swaps and Derivatives Association and the Institute of International Bankers. Mr. Rosen is a co-author of the two volume treatise U.S. Regulation of the International Securities and Derivatives Markets (Tenth Ed., Wolters Kluwer, 2011).

Elaine Ewing’s practice as a partner at the firm focuses on all areas of antitrust law, including merger reviews by the U.S. Federal Trade Commission, U.S. Department of Justice, and foreign authorities; civil antitrust litigation; criminal and civil antitrust investigations; and antitrust counseling. She frequently lectures and writes about antitrust issues.

Elizabeth Lenas

Elizabeth (Liza) Lenas is the Leader of Cleary Gottlieb’s Global Private Funds Group, where she advises many of the world’s most sophisticated alternative asset managers on complex fund formation and investment strategies. Her practice spans the full lifecycle of private funds, with deep experience in fund formation, co-investments, consortium transactions, large-scale acquisitions, spin-offs, joint ventures, shareholding arrangements, managed accounts, and other strategic transactions. Liza represents sponsors across asset classes—including private equity, credit, venture, impact, and growth—and has been at the forefront of developing some of the industry’s most innovative investment vehicles, including one of the largest evergreen funds ever raised. She also counsels limited partners on their fund commitments and investments and has significant experience navigating clients through high-stakes disputes and sensitive investment-related controversies. Liza’s clients include leading firms such as Sixth Street, KKR, Sequoia Capital, Hillhouse, TPG, and Cascade Asset Management Company. A recognized leader in the private funds space, Liza serves on the Organizing Committee of the IBA’s Annual International Conference on Private Investment Funds and is a frequent speaker at major industry events, including those hosted by the Practising Law Institute, the Bar Association of the City of New York, the Maples Investment Funds Forum, and the Institutional Investor Legal Forum. In addition to her client work, Liza is deeply committed to public service and serves as New York Co-Chair of Cleary Gottlieb’s U.S. Pro Bono Committee.

Elsbeth Bennett

Elsbeth Bennett’s practice focuses on civil litigation matters. Elsbeth has represented companies in a wide-ranging variety of disputes in state and federal courts, including securities fraud, restructuring disputes, consumer class actions, and trade secret misappropriation. In 2018, Elsbeth was seconded to the Federal Public Defenders for the Eastern District of Virginia where she represented criminal defendants.

Erika Nijenhuis

Erika Nijenhuis is a partner based in the New York office. Ms. Nijenhuis advises sovereigns and multinationals on capital markets transactions. She is a leading expert on the taxation of derivatives and bank regulatory securities and a highly regarded commentator on tax policy issues, resulting in rare debt/equity guidance, and tax regulations addressing subchapter C, withholding and information reporting. She is also a prolific author and speaker.

Ethan Klingsberg

Ethan Klingsberg’s practice comprises M&A, public company board and independent committee, activism-response, governance, corporate, and SEC matters. His M&A practice covers mergers of mature companies, acquisitions of start-ups, divestitures, and spin-offs. He regularly helps companies prevail against, manage, and work with “activist stockholders,” including in scenarios where these stockholders have board seats, are seeking board seats, and do not have board seats. In addition, he advises boards and controlling shareholder groups on creative capital structures and governance and liquidity arrangements, including in connection with IPOs, spin-offs, recapitalizations, and the creation of autonomous subsidiaries. Ethan is recognized among M&A “MVPs” and “Dealmakers of the Year” by Law360 and The American Lawyer, and among the country’s leading corporate lawyers in every major guide.

George Cary is a partner based in the Washington, D.C. office of Cleary Gottlieb. He has decades of experience in sophisticated antitrust matters, representing companies on industry-transforming transactions and complex monopolization litigation. His recent merger highlights include Walt Disney/21st Century Fox, T-Mobile/Sprint, and Dow/DuPont. His recent litigation highlights include defending Sanofi US and Keurig Green Mountain in closely watched monopolization cases. Prior to joining Cleary in 1998, Mr. Cary served as Deputy Director of the U.S. Federal Trade Commission’s Bureau of Competition, where he oversaw a record number of merger transactions.

Giovanni Prezioso

Mr. Prezioso’s practice is focused on securities and corporate law matters. He represents major financial institutions and corporations in securities enforcement and litigation matters arising out of the financial crisis, as well as in addressing post-crisis regulatory changes. He also counsels clients on a broad range of corporate governance and regulatory matters.

Heather Nyong’o

Heather Nyong’o focuses her practice on antitrust enforcement, including governmental and criminal investigations, international cartel disputes and other complex civil and criminal litigation. She is a seasoned litigator and skilled first-chair trial lawyer. She regularly represents major multinational corporations and executives across industries in complex investigations and litigation in the United States and abroad. Heather fully serves her clients across every phase of investigations and litigation, including through trial. She has led multiple notable cases for individuals and corporations in non-public grand jury investigations. Heather spent nearly a decade in the Antitrust Division of the U.S. Department of Justice. While at DOJ, she received commendations for her work in handling some of the Division’s most significant investigations and criminal prosecutions.

James M. Peaslee is a partner based in the New York office. Mr. Peaslee's practice focuses on tax matters. He is the co-author of Federal Income Taxation of Securitization Transactions (4th Edition, www.securitizationtax.com), as well as a number of articles on tax subjects.

Mr. Duncan's practice focuses on tax aspects of acquisitions, restructurings and joint ventures; structural planning for global financial services companies, private equity funds and other multinational businesses, advice concerning the implications of domestic and multilateral regulatory and tax developments, including BEPS; derivatives and financial products; complex tax controversies.

Jared Gerber’s practice focuses on complex commercial litigation, with a particular emphasis on securities litigation and other actions filed by shareholders. Jared has frequently litigated claims under the Securities Act, the Exchange Act, the Investment Advisors Act, the Williams Act, state blue sky laws, and the common law in both federal and state courts, and at both the trial and appellate levels.

Jason R. Factor’s practice focuses on tax matters. He has significant experience with private equity and hedge funds, partnership and compensation issues, joint venture arrangements, domestic and international acquisitions and divestitures, private clients’ tax work, real estate, capital markets, and financing transactions. Jason’s representative clients include American Express, Ares, Coller Capital, Goldman Sachs, Henry Schein, Langan Engineering & Environmental Services, KKR, Sixth Street, Viking, and Warburg Pincus.

Jeffrey D. Karpf is a partner based in the New York office. Mr. Karpf’s practice focuses on corporate and financial transactions; corporate governance and board advice; securities regulatory matters. Represents issuers, sponsors and investment banks in IPOs; public and private equity, debt, convertibles and liability management transactions.

Advises private and public sector clients in connection with mergers, acquisitions, divestitures, and joint ventures. Has extensive experience in energy, mining and infrastructure sectors.

Jeffrey Rosenthal

Jeffrey A. Rosenthal is a partner based in the New York office. Mr. Rosenthal’s practice focuses on general commercial and international arbitration and litigation, as well as sports law. Mr. Rosenthal has represented numerous foreign and domestic entities before a wide variety of judicial and arbitral bodies, including the International Chamber of Commerce, the London Court of International Arbitration, the American Arbitration Association, the Stockholm Chamber of Commerce, UNCITRAL, the Society of Maritime Arbitrators, and a number of federal and state courts. He has tried or arbitrated cases through merits hearings concerning international joint venture disputes, intellectual property, sports contract disputes, maritime issues, bankruptcy, breaches of contract, insurance law, bilateral investment treaty disputes and tort law, among others. Mr. Rosenthal also routinely advises several leading financial institutions with regard to actual or potential litigation issues concerning complex financial products including derivative transactions under ISDA master agreements, repurchase agreements and subprime-related matters.

Jennifer Park Kennedy

Jennifer Kennedy Park is a partner based in the New York office. Ms. Kennedy Park’s practice focuses on litigation, particularly litigation related to capital markets transactions and mergers and acquisitions, and white-collar defense and corporate investigations.

Jeremy Calsyn’s practice focuses on the full range of antitrust matters, including merger review, criminal and civil government investigations globally, and U.S. litigation, including complex class actions. Jeremy has represented clients in their most high-profile and sophisticated matters, including mergers and acquisitions requiring regulatory approval in dozens of jurisdictions, numerous global and U.S.-focused cartel investigations, and in litigation in federal and state courts. Recently, he has navigated several automotive parts suppliers through U.S. Department of Justice and worldwide investigations into industry-wide price fixing—described by the DOJ as the largest criminal investigation it has ever undertaken, and played a major role in arguing the defendants’ successful opposition to class certification in the bearings direct purchaser class action.

Jonathan Blackman

Jonathan I. Blackman is a partner of Cleary Gottlieb Steen & Hamilton LLP, resident in the firm’s New York and London offices. Mr. Blackman’s practice focuses on litigation, including international litigation and arbitration, securities law, banking and insurance law. Mr. Blackman has participated in numerous international arbitrations involving both public international law and complex commercial disputes, litigation involving the immunity of foreign states and their agencies under the U.S. Foreign Sovereign Immunities Act, and securities and commercial litigation in a variety of U.S. federal and state courts. Mr. Blackman regularly lectures at professional conferences and is widely published on various aspects of international litigation, securities litigation and letters of credit.

Joon Kim's practice focuses on white-collar criminal defense and investigations, commercial litigation, corporate governance and crisis management.

Jorge Juantorena

Jorge U. Juantorena’s practice focuses on international capital markets and securities regulation. He typically represents investment banks, sovereign governments, state-owned companies, and SEC reporting companies. He concentrates on cross-border transactions, principally in Latin America. Jorge has had extensive experience in international financings in public and private markets, in U.S. securities law and regulations applicable to foreign issuers, and in the regulation of financial reporting. He has advised on acquisitions, joint ventures, privatizations, and debt restructurings and specializes in the aeronautical, financial services, and energy and natural resources sectors.

Joseph Lanzkron

Joseph Lanzkron’s practice focuses on real estate transactions. Joe has a broad range of experience representing lenders and borrowers in various real estate financings across multiple property types, including CMBS, balance sheet loans and loan on loan facilities. Joe also regularly advises high-profile clients, including investment banks, private equity funds, asset managers and sovereign wealth funds, on complex real estate acquisitions, dispositions, and joint ventures. His experience also includes significant restructurings and workouts, including through bankruptcy.

Josh Brody’s practice focuses on representing clients in complex Chapter 11 bankruptcy cases and other distressed situations, including out-of-court restructurings, liability management transactions, debtor-in-possession financing and distressed asset sales. He represents a diverse range of creditors at all levels of complex structures, including secured and unsecured, bondholders and term loan holders, indenture trustees, creditors’ committees, and trade creditors. Josh also advises hedge funds and other financial institutions on the rights and remedies of debtholders and in understanding elaborate corporate and capital structures.

Julia Petty’s practice focuses on executive compensation and benefits matters. She advises clients in domestic and cross-border business transactions, including mergers and acquisitions, spin-offs and divestitures, public offerings, as well as restructurings and other reorganizations. She routinely counsels clients on disclosure, governance, and shareholder outreach related to compensation and benefits programs, with a particular focus on periods of corporate change, including transaction preparation, senior leadership turnover, shifts in corporate strategy and direction, and shareholder activism. Julia handles a wide range of other compensation and associated securities, tax, and corporate governance matters, including the design, disclosure, and implementation of equity and cash incentive programs, executive employment and severance arrangements, change in control protections, deferred compensation plans, and retention programs.

Katherine Mooney Carroll

Katherine Mooney Carroll focuses on advising financial institutions and investors on U.S. regulatory matters, including U.S. banking regulations, cybersecurity and privacy matters, regulatory aspects of mergers and acquisitions, and compliance with U.S. sanctions and anti-money laundering laws.

Kathleen Emberger

Kathleen M. Emberger is counsel based in the New York office. Ms. Emberger’s practice focuses on executive compensation and benefits matters, including employee equity and equity-based compensation and incentive arrangements and the implementation of these arrangements on a global scale. She regularly advises on annual and periodic disclosure obligations related to executive compensation and compensation arrangements, including in connection with the preparation of compensation-related annual proxy disclosure, as well as on employment and executive compensation-related aspects of public and private merger and acquisition transactions and investments and acquisitions by private equity firms. Ms. Emberger has authored and co-authored various articles on topics related to executive compensation and disclosure issues.

Kelsey Nussenfeld

Kelsey Nussenfeld’s practice focuses on corporate and financial transactions, particularly public and private mergers and acquisitions and corporate governance matters.

Kenneth Reinker

Kenneth S. Reinker’s practice as a Partner at the firm focuses on all aspects of antitrust law, including litigation, government investigations, and merger review. Ken’s practice spans all industries, including extensive experience in pharmaceuticals, medical devices, and health care; high-technology industries; media; and financial institutions. Ken has particular experience in the application of economics to legal matters and in working with economic experts. In addition to appearing before U.S. courts and regulators, he has had in-depth involvement with China’s Ministry of Commerce (MOFCOM) and other global regulators.

Kimberly Blacklow

Kimberly Brown Blacklow is a partner based in the New York office. Ms. Blacklow’s practice focuses on real estate and other asset-based finance transactions as well as structured finance and capital markets transactions in both the U.S. and abroad. Ms. Blacklow has represented both lenders and borrowers in commercial mortgage loan origination, asset-based warehouse lending, credit tenant lease financing and other types of financing transactions. She regularly represents both issuers and underwriters in both public and private securities offerings, including commercial mortgage-backed securities and collateralized debt obligations. Ms. Blacklow also has significant real estate acquisition and joint venture experience and has also represented a number of clients in loan acquisitions and participations, including transactions involving distressed assets. Ms. Blacklow is active in providing pro bono services to community-based nonprofit economic development organizations in New York.

Kimberly Spoerri

Kimberly R. Spoerri is Co-Leader of Cleary Gottlieb’s Americas Public Company Group. Her practice focuses on advising corporate clients in connection with all aspects of their domestic and cross-border M&A activities and corporate governance and activism matters. Kim has significant experience with acquisitions and divestitures of public and private entities, joint ventures, carve-out transactions, spin-offs and RMTs, and other complex corporate transactions.

Kyle A. Harris’ practice focuses on mergers and acquisitions and corporate governance matters. His experience spans the range of M&A activity, including representing public and private companies and private equity firms in both U.S. domestic and cross-border mergers, acquisitions, leveraged buyouts, carve-outs, divestitures, joint ventures, and other complex corporate transactions. He also regularly advises companies and their boards on shareholder activism, corporate governance, and general corporate and securities law matters. He is an adjunct professor of law at NYU School of Law, where he teaches a course on mergers and acquisitions. His clients have included América Móvil, Google, Heidelberg Materials, Henry Schein, International Flavors & Fragrances, Kindred Healthcare, RTX, T-Mobile, The Goodyear Tire & Rubber Company, Warburg Pincus and WPP.

Laura Bagarella

Laura Bagarella’s practice focuses on executive compensation and employee benefits matters, including the design, taxation and implementation of employee equity and equity-based compensation and incentive arrangements; annual and periodic compensation disclosure obligations; the employment and executive compensation-related aspects of public and private merger and acquisition transactions; and private equity compensation and governance matters.

Lawrence Friedman

Lawrence B. Friedman is a partner based in the New York office. Mr. Friedman’s practice focuses on international and domestic commercial litigation and arbitration, including in such fields as mergers and acquisitions, joint ventures, international banking, and marketing and licensing agreements, and in disputes concerning intellectual property infringement and misappropriation. Mr. Friedman has particularly extensive experience in counseling clients in multi-jurisdictional litigation and arbitration.

Leah Brannon’s practice focuses on antitrust matters, including litigation, merger review, and government investigations. She has represented clients in various industries including high technology, advertising, consumer products, manufacturing, pharmaceuticals. Her work has involved cases in both federal and state courts, and she has advised clients in investigations by the U.S. Department of Justice, the Federal Trade Commission, state antitrust authorities and the European Commission. Leah has helped to secure critical wins for clients in numerous cases, including monopolization and conspiracy litigation. She has also helped clients obtain global merger clearance in complex transactions and has guided clients through government conduct investigations. She is also active in the firm’s pro bono practice.

Lev L. Dassin's practice focuses on complex commercial litigation, including white-collar criminal defense, crisis management, regulatory enforcement and internal investigations.

Lewis J. Liman is a partner based in the New York office. Mr. Liman is an experienced commercial litigator and appellate lawyer. Mr. Liman's practice focuses on securities and commercial litigation; white collar criminal defense and governmental investigations. He has represented numerous companies, individuals, and financial institutions in complex commercial litigation and governmental and internal investigations. He has also successfully argued cases in the U.S. Supreme Court, U.S. Courts of Appeal for the Second, Third, Ninth and Federal Circuits, and in the courts of New York State.

Lisa Schweitzer

Lisa M. Schweitzer advises clients in some of the most high-profile bankruptcy matters. Lisa has extensive experience advising corporate debtors, individual creditors, committees, and strategic investors in both U.S. Chapter 11 proceedings and restructurings in other jurisdictions in the Americas, as well as Europe and Asia. She also leads companies in multimillion and billion dollar buy and sell side distressed M&A transactions, and litigates multibillion dollar case-dispositive disputes in high-stakes bankruptcy proceedings. Additionally, Lisa is well-regarded in the restructuring community, serving on the Board of Directors for the International Insolvency Institute as well as the American College of Bankruptcy.

Lisa Vicens’ practice focuses on governmental and internal investigations, white collar defense, and SEC enforcement matters, with a concentration on FCPA and cross-border enforcement issues. Ms. Vicens has extensive experience representing companies and individuals around the globe, and in particular in Latin America, on anti-corruption matters and on conducting investigations on behalf of public companies and their boards and audit committees. In addition to her investigatory and enforcement matters, she regularly advises on the development and implementation of effective compliance and integrity programs and provides guidance on managing and monitoring risk. She also maintains an active litigation practice, representing clients on complex litigation matters arising from allegations of fraud and corruption.

Luke Barefoot’s practice focuses on bankruptcy litigation, insolvency, corporate restructuring and related litigation matters, with a particular focus on cross-border and international bankruptcy disputes. Luke is also active in the firm’s pro bono practice.

Manuel's practice focuses on cross-border transactions, principally in Latin America. He regularly represents Latin American corporations, state-owned entities and investment and commercial banks in connection with debt and equity capital markets, acquisition, project and structured financings and liability management transactions. He also represents corporations in mergers and acquisitions and corporate and sovereign clients in debt restructurings across the region.

Marcela Robledo

Marcela Robledo’s practice focuses on the intellectual property, data, and technology aspects involved in a wide range of corporate and transactional matters, including mergers and acquisitions, licensing, collaboration agreements, and joint ventures. Marcela has practiced law in the United States and Colombia. She is a member of the American and California Bar Associations, as well as the International Trademark Association and the Hispanic National Bar Association.

Mark W. Nelson is a partner based in Cleary Gottlieb’s Washington, D.C. office. His practice focuses on global antitrust matters, with an emphasis on merger cases and U.S. civil litigation. His U.S. practice includes extensive merger work and antitrust counseling, and litigation experience in both civil and criminal matters, as well as in FTC administrative proceedings. Mark’s global practice involves merger cases before the EC Commission and national authorities throughout Europe, Asia, and South America, as well as defending actions involving alleged restraints of trade and abuses of dominant position in EU proceedings. He has also been actively involved in litigation, investigations, and counseling in matters involving the intersection of antitrust and intellectual property law, in particular in the context of patent pools and standards-setting.

Mark Leddy's practice focuses on U.S. and European antitrust law, the analysis of competitive issues in mergers and acquisitions, and appearances before antitrust regulatory agencies and the courts in civil and criminal litigation. Mr. Leddy lectures and is widely published on criminal and civil antitrust enforcement and litigation issues. He has also been an Adjunct Professor at Georgetown Law School.

Mary E. Alcock advises on employee benefits and executive compensation matters, including design and regulatory compliance; advises on corporate governance issues and disclosure issues related to compensation matters; counsels financial institutions on the ERISA fiduciary aspects of financial products and transactions, including structured finance, derivatives and investment funds; pension and tax law issues with respect to their many and varied interactions with pension funds.

Matthew Salerno

Matt Salerno is a corporate partner in the New York office of Cleary Gottlieb Steen & Hamilton LLP. Matt represents clients in complex domestic and cross border mergers, acquisitions, dispositions, investments, joint ventures, carveouts, and other corporate transactions. He represents clients across a broad range of industries, with particular expertise in the healthcare, consumer, and business services sectors. Matt has extensive experience leading high-profile private equity transactions, including the $4.25 billion acquisition by Advent International and Warburg Pincus of BioPharma Solutions, the investment by Berkshire Partners and Warburg Pincus in Ensemble Health Partners, the 8.9 billion sale of Summit Health-CityMD's to VillageMD, as well as the sale by TPG of Astound Broadband to Stonepeak Infrastructure Partners for $8.1 billion. Matt has also advised on a number of public company transactions, including representing Medtronic in its $49.9 billion acquisition of Covidien and several other strategic acquisitions.

Matthew D. Slater is a partner based in the Washington, D.C. office. Mr. Slater’s practice focuses on international investment-treaty and commercial arbitration. He also regularly represents clients in related international litigation and in a diverse range of matters in U.S. courts, including government regulatory and enforcement actions; constitutional law; commercial and securities law; and product liability litigation. Mr. Slater is also active in the firm’s pro bono practice, including pending litigation on behalf of a class of homeless people who have been denied the minimum wage for their work for evictions companies. In his international arbitration and litigation practice, Mr. Slater often represents foreign sovereign governments. Mr. Slater frequently writes and speaks on international litigation and arbitration issues. Recent publications include regular articles for The International Lawyer's annual year in review issue and authoring a chapter on the Energy Charter Treaty in Alternative Dispute Resolution in the Energy Sector, published by the Association for International Arbitration. In addition, Mr. Slater has addressed topics involving arbitration of complex energy disputes, enforcement of international arbitral awards, the Energy Charter Treaty, and investment treaty arbitration.

Matthew Solomon

Matt represents financial institutions, public and private companies, asset managers, and individual executives and employees on issues ranging from regulatory compliance and remediation advice to advocacy and litigation against the government and private parties.

Meme Peponis is a partner based in the New York office. Ms. Peponis’ practice focuses on acquisition and distressed financing. She also has extensive experience in domestic and cross-border mergers and acquisitions; private equity, joint venture and other investments; and public and private securities offerings. M

Meredith Kotler

Meyer Fedida is Leader of Cleary Gottlieb’s U.S. tax group. His practice focuses on U.S. federal tax matters, with a particular emphasis on complex M&A transactions (including spin-offs and joint ventures), private equity fund formation, and cross-border tax planning.

Michael Weinberger

Michael Weinberger is a partner based in the New York office. Mr. Weinberger’s practice focuses on real estate law, with a particular focus on real estate finance, workouts, restructurings and commercial mortgage securitization. He frequently represents lenders, borrowers and issuers in complex multi-state mortgage and mezzanine loan transactions involving office buildings, hotels, shopping centers, multi-family, industrial, casino and other property types.

Michael Mazzuchi

Michael A. Mazzuchi is a partner based in the Washington, D.C. office. Mr. Mazzuchi’s practice focuses on corporate and securities matters, particularly domestic and international structured finance and derivatives matters. He has extensive experience for banking, insurance and private equity clients in asset-based lending, asset securitisations, CLO transactions, collateralised fund obligations, repurchase agreement and total return swap financings, structured debt securities, epackagings and credit derivative transactions. He also advises on Dodd-Frank related provisions such as the Volcker Rule, swap and security-based swap regulation, ABS risk retention and related rules.

Michael Gerstenzang

Michael A. Gerstenzang is the firm's managing partner based in the New York office. Mr. Gerstenzang's practice focuses on private investment funds, including forming and advising private equity, credit, growth, special situations, infrastructure, venture capital and hedge funds, and other types of alternative investment vehicles. Practice also includes secondary transactions and co-investment arrangements, as well as representing LPs in connection with private investment funds. Has experience representing fund sponsors and investment teams in connection with negotiating “seed” investments, spin-outs, joint ventures, and other general partner/management company arrangements.

Michael D. Dayan’s practice focuses on structuring, documenting and regulatory analysis of complex over-the-counter and capital markets derivative products. He also works in the clearing of derivatives products. His clients include ISDA and major corporations, funds and financial institutions.

Michael J. Albano is Leader of Cleary Gottlieb’s Executive Compensation, Employee Benefits, and ERISA Group. He has more than 20 years of experience handling the full gamut of executive compensation and employee benefits matters for corporate clients, private equity sponsors, financial institutions, and compensation committees. Michael advises clients on disclosure, governance, taxation, design and negotiation of executive compensation agreements and arrangements, as well as the executive compensation and benefits aspects of mergers and acquisitions; pension investment and ERISA fiduciary matters, including in the fund formation context; private equity compensation and governance matters at both the upper tier and portfolio company levels; and employment law and related issues.

Michael Krimminger

Michael H. Krimminger is a partner based in the Washington, D.C. office. Mr. Krimminger’s practice focuses on domestic and international financial regulatory matters, including virtual currency, blockchain, and other FinTech developments. After playing a leading role in international efforts to enhance global resiliency, he advises on capital, derivatives, corporate governance, and resolution and recovery requirements.

Mitchell Dupler

Mr. Dupler's practice focuses on corporate and financial matters and government regulation, ranging from structured financings to securities and banking regulatory matters.

Mitchell Lowenthal

Mitchell A. Lowenthal is a partner of Cleary Gottlieb Steen & Hamilton LLP, resident in the firm’s New York office. Mr. Lowenthal specializes in the prosecution and defense of complex civil litigations, with an emphasis on disputes arising out of securities and M&A transactions.

Nicolas Grabar’s practice focuses on international capital markets and securities regulation and on the representation of large reporting companies. Nick has extensive experience in international financing in public and private markets, US securities law applicable to foreign issuers, and regulation of financial reporting. Advises on securities considerations in M&A transactions. He plays a primary role in the firm’s work for public company clients, including leading Mexican and Brazilian businesses, sovereigns, and global investment banks, on their biggest and most complex capital markets and financing matters.

Pamela Marcogliese

Pamela L. Marcogliese is a partner in Cleary Gottlieb’s Capital Markets and Corporate Governance practices. She has extensive experience in corporate governance matters advising U.S. and non-U.S. issuers on disclosure and corporate governance issues, including SEC, stock exchange, Sarbanes-Oxley and Dodd-Frank compliance. She also regularly advises boards of directors and management on a variety of topics, including board composition and director independence; shareholder engagement and activism; shareholder proposals and proxy season trends; management and director succession planning; and environmental, social and governance (ESG) issues. Pamela is a frequent contributor to the Cleary’s M&A and Corporate Governance Watch blog.

Paul J. Shim is Co-Leader of Cleary Gottlieb’s Americas M&A Group. Paul’s practice focuses on public and private merger and acquisition transactions for corporate, private equity, sovereign wealth fund and principal investor clients. He also provides advice regarding governance matters and the fiduciary duties of officers and directors to corporations and their boards, including advice related to shareholder activism preparation and response. Paul has been recognized multiple times as a “Dealmaker of the Year” by The American Lawyer, and is ranked among leading M&A lawyers in all major directories.

Paul M. Tiger’s practice focuses on public and private merger and acquisition transactions and private equity investments. He also provides advice regarding stockholder activism, corporate governance matters, and fiduciary duties of officers and directors to corporations and their boards.

https://www.clearygottlieb.com/professionals/richard-j-cooper Richard J. Cooper is one of the preeminent cross-border bankruptcy and restructuring lawyers in the United States and is the recognized leader in cross-border and sovereign restructurings involving companies and countries in Latin America and other emerging markets. His practice focuses on domestic and international corporate, municipal, and sovereign restructurings. Rich is known for his innovative work on behalf of corporate debtors, state-owned entities, governments and institutional investors, creditor committees, and other notable clients in connection with in and out-of-court insolvency proceedings and complex financings, including rescue financings. He has advised clients involved in some of the most prominent and noteworthy restructurings in the United States and other markets over the last two decades.

Richard S. Lincer is a partner based in the New York office. Mr. Lincer’s practice focuses on corporate and financial matters, including international project financings and debt restructurings, corporate and asset acquisitions, joint ventures and high yield and leveraged finance transactions, as well as public and private offerings of corporate securities and investment funds.

Rishi Zutshi’s practice focuses on complex commercial litigation in federal and state courts, including class actions and securities litigation, with extensive experience in disputes relating to complex financial instruments and derivatives. Rishi also has experience in internal investigations and enforcement matters, including representing clients in matters involving federal, state and and overseas government regulators and agencies.

Robert J. Raymond is a partner based in the New York office. Mr. Raymond’s practice focuses on organizing and advising private investment funds, including fund formation for buyout, real estate, special situations, growth and credit funds and other “alternative investment” funds. He advises private investment funds in their formation and capital-raising activities and internal governance, including GP Stakes, manager spin-offs, shareholder arrangements with co-investors and among consortium members, all forms of “upper tier” arrangements, including co-investment arrangements and carried interest programs and “founders” arrangements.

Robin M. Bergen is a partner based in the Washington, D.C. office. Ms. Bergen’s practice focuses on SEC investigations and regulatory enforcement matters, structured finance and private investment funds. She also has extensive experience in the regulation of investment companies and investment advisers. Ms. Bergen has represented corporate clients and individuals in a broad range of government investigations involving the Securities and Exchange Commission, the Department of Justice, and state regulators. She also advises boards of directors and audit committees on corporate governance matters and internal investigations. In the structured finance area, Ms. Bergen regularly represents underwriters and investment managers in collateralized loan obligation (CLO) and related products transactions and complex financial product offerings. Her substantial transactional and finance experience provides her with a unique perspective and ability to understand and analyze complex factual and legal issues faced by multinational companies and financial services firms in government investigations and enforcement matters. Ms. Bergen speaks regularly on issues relating to securities enforcement, government investigations, and structured finance.

Roger leads Cleary’s securities and M&A litigation practice, and is the co-coordinator of Cleary’s U.S civil litigation group. Roger joined the firm in 2003 and became a partner in 2011.

Sandra L. Flow is a partner based in the New York office. Ms. Flow's practice focuses on capital markets and corporate governance. She has represented both U.S. and international issuers, as well as underwriters, in a variety of SEC-registered and private securities offerings, as well as domestic and cross-border listings. She has also participated in the development of new financial instruments and related offerings. Ms. Flow's corporate governance practice includes advising companies on their disclosure obligations and compliance with the Sarbanes-Oxley Act and listing standards of the NYSE and Nasdaq. She has also advised a number of companies on issues relating to financial statement restatements. Ms. Flow frequently speaks on corporate governance and capital markets matters.

Steven L. Wilner is a partner based in the New York office. Mr. Wilner’s practice focuses on financial and corporate matters, ranging from global real estate acquisitions, dispositions, development and finance to international mergers and acquisitions and restructurings, including private equity investments and joint ventures. He regularly represents major financial institutions, corporations and sovereigns in their largest and most complex real estate transactions, and frequently speaks on all aspects of real estate transactions and law.

Thomas J. Moloney is a partner of Cleary Gottlieb Steen & Hamilton LLP, based in the New York office. His practice focuses on big cases and complex dispute resolution including derivatives, bankruptcy, ERISA, securities, M&A, antitrust, and commercial litigation. He has lectured and written extensively on litigation and bankruptcy topics, including on the subjects of electronic discovery and derivatives litigation, including as co-author of the new chapter on Derivatives Litigation in the forthcoming Third Edition of the treatise Business and Commercial Litigation in Federal Courts.

Victor I. Lewkow is a partner based in the New York office. Mr. Lewkow's practice focuses on public and private merger and acquisition transactions. He also advises corporations and their boards regarding governance issues and the fiduciary duties of directors.

Victor L. Hou is a trial lawyer who represents companies and individuals in high stakes litigation, including cross-border investigations and parallel civil litigation, white-collar criminal defense, securities and derivative litigation, corporate governance, and general commercial litigation. Victor represents numerous global investment banks, financial institutions and multinational corporations, and senior executives in securities, antitrust and other complex litigation, as well as in criminal and regulatory matters involving the Department of Justice, the Securities and Exchange Commission, the Financial Industry Regulatory Authority and state attorney general’s offices. He also regularly advises Boards of Directors on matters relating to corporate governance. He has been teaching securities litigation at Columbia Law School since 2021.

William McRae’s practice focuses on taxation and related matters, including structuring investments into the United States for non-US sovereign investors; the tax aspects of corporate acquisitions; the tax aspects of forming and investing in private equity funds, real estate funds and other investment vehicles; international tax planning for multinational corporate groups (FTC planning and repatriation strategies), tax aspects of restructurings (preservation and utilization of NOLs and other tax attributes, management of COD income); and the taxation of equity derivatives and other financial products. William’s representative clients include Brookfield, Goldman Sachs, and many of the world’s largest leading sovereign wealth funds.

Yaron Z. Reich is a partner based in the New York office. Mr. Reich’s practice focuses on taxation and related matters, including the tax aspects of corporate acquisitions, restructurings, insolvencies and financing techniques. He has extensive experience in international transactions, taxation of banks and other financial institutions, foreign investment in the United States, leveraged leasing and project finance, joint ventures, partnerships, real estate transactions, transfer pricing and tax litigation. Mr. Reich has published several significant articles on international tax issues and tax policy. Mr. Reich is widely published on the various aspects of taxation.