Gary S. Rothstein

Partner at Morgan, Lewis & Bockius LLP

Gary S. Rothstein

Gary S. Rothstein

Partner at Morgan, Lewis & Bockius LLP

Biography

Morgan, Lewis & Bockius LLP.
Gary S. Rothstein
partner,
New York.
Gary S. Rothstein is a partner in Morgan Lewis's Employee Benefits and Executive Compensation Practice, with more than 25 years' experience. Mr. Rothstein's practice encompasses a broad range of employee benefits matters, with a focus on transactional-based executive compensation.

Mr. Rothstein has been involved in hundreds of mergers and acquisitions, ranging from middle market transactions to multibillion-dollar public transactions. In these transactions, when representing the acquiror, he assists in assessing employee benefits–related liabilities, negotiating the allocation of these liabilities, and advising with respect to post-closing benefit coverages for the acquired workforce, as well as compensation and equity arrangements for the acquired executives.

Mr. Rothstein has a special skill set in the context of transactional-based representations of executives, primarily in the context of private equity buyouts of both public and nonpublic companies, but also in the context of restructurings, public company mergers, and other transactions. Mr. Rothstein has represented senior executive teams in dozens of leveraged buy-out transactions, including the buy-outs of SunGard Data Systems, Neiman Marcus Group, First Data Corporation, and TXU (the largest buy-out to date).

Mr. Rothstein also devotes a significant portion of his practice to executive contracts in a nontransactional setting, representing executives, employers, and compensation committees.

Mr. Rothstein is admitted to practice in New York.

education:
New York University School of Law, 1989, LL.M.
George Washington University National Law Center, 1984, J.D., With Honors;
Pennsylvania State University, 1981, B.S., With Distinction.
practice areas:
Employee Benefits & Executive Compensation;
Transactional Matters;
Executive & Equity Compensation; Deferred/Non-Qualified Compensation Plans;
Private Equity;
Private Equity M&A.
practice accolades:
Employee Benefits & Executive Compensation;
Listed, Employee Benefits & Executive Compensation (Nationally) in Chambers USA (2012);

Listed, Labor and Employment: Employee Benefits & Executive Compensation in The U.S. Legal 500 (2012).

honors + affiliations:
Listed, Chambers USA: America's Leading Lawyers for Business (2008–2012);

Listed, The Best Lawyers in America (2008–2013);

Listed as Recommended, Employee Benefits and Pensions, PLC Which Lawyer? Yearbook 2008.

bar admissions:
New York.
Publications:
05/27/10 Financial Reform Addresses Executive Compensation and Corporate Governance;
07/22/09 The Effect of Proxy Issues on Executive Compensation Webinar: A Review of the Recent Proxy Season and What You Should Be Considering Now;
2006 Country Q&A: United States, Labor and Employee Benefits 2006/07, Volume 2: Employee Share Plans;
11/09/04 American Jobs Creations Act: How It Affects Deferred Compensation;
March 2002 Compensating U.S. Employees with Options to buy German Parent Company Shares;
July 2000 Underwater Options Exchange: 6+1 Can Equal Zero (Book Expense), The Metropolitan Corporate Counsel;
08/25/98 Employee Benefits Issues in Mergers and Acquisitions, presented to the New York State Society of CPAs Foundation for Accounting Education, Employee Benefits Conference, New York;
December 1996 Public Companies Need to Respond to New SEC Section 16 Rules, The Metropolitan Corporate Counsel;
05/04/95 Executive Compensation: Stock Options Still King, presented at the Fifth Annual Employee Benefits and executive Compensation Seminar, Philadelphia;
May 1995 Executive Compensation: Stock Options Still King, The Metropolitan Corporate Counsel.
News:
Feb 01, 2013 Morgan Lewis Advises Perrigo in Acquisition of Pet Health Product Company Velcera
Morgan Lewis served as legal adviser to Perrigo on its definitive agreement to acquire leading companion pet health product company Velcera, Inc., for $160 million in cash.
Jan 30, 2013 Morgan Lewis Advises Apollo Global Management in Hostess Snack Cake Assets Acquisition
Morgan Lewis served as legal adviser to Apollo Global Management on its agreement with Metropoulos & Co. to acquire certain assets of Hostess Brands, Inc.'s baked snack food business for $410 million in cash.
Jul 19, 2012 Morgan Lewis Advises Pearson plc on Acquisition of Author Solutions
Morgan Lewis served as legal advisor to Pearson on its acquisition of Author Solutions, Inc., a premier provider of self-publishing services.
Jun 08, 2012 Morgan Lewis Advises Reed Elsevier on Sale of MarketCast to Shamrock Capital
Morgan Lewis served as legal advisor to Reed Elsevier on the sale of MarketCast to private equity firm Shamrock Capital Advisors, LLC.
May 16, 2012 Morgan Lewis Advises Pearson VUE on Acquisition of Certiport
Morgan Lewis served as legal advisor to Pearson VUE on the acquisition of Certiport from private equity firm Spire Capital Partners L.P.
Mar 09, 2012 Morgan Lewis Advises Sprouts Farmers Market on Merger with Sunflower
Morgan Lewis advised Sprouts Farmers Market ("Sprouts"), an independent natural food store chains, on it's merger with Sunflower Farmers Market ("Sunflower"). The two natural food store chains announced today the execution of a definitive agreement to merge.
Dec 23, 2011 Morgan Lewis Advises Baldwin on Sale to Forsyth
Baldwin Technology Company, Inc. announced that it has entered into a definitive agreement to be acquired by Forsyth Baldwin, LLC, a company controlled by Forsyth Capital Investors, LLC.
Jul 05, 2011 Morgan Lewis Advises Blackboard Senior Management on $1.64 Billion Acquisition of Company by Providence Equity Partners
Morgan Lewis advised Blackboard Inc. on its acquisition by an investor group, led by affiliates of Providence Equity, in an all-cash transaction valued at approximately $1.64 billion.
Apr 26, 2011 Morgan Lewis Advises Pearson on $230 Million Acquisition of Schoolnet
Morgan Lewis advised Pearson, the world's leading learning company, on its acquisition of Schoolnet for $230 million in cash.
Feb 16, 2011 Morgan Lewis Advises Apollo on Creation of Leading Farmers Market Specialty Retailer
Sprouts Farmers Market and Henry's Farmers Market announced the execution of definitive agreements to combine operations under the majority ownership and sponsorship of Apollo Management, L.P., one of the world's leading private equity firms.
May 04, 2010 Morgan Lewis Advises IDC on $3.4 Billion Transaction
Interactive Data Corporation (NYSE: IDC), a leading provider of financial market data, analytics, and related solutions, today announced that it has entered into a definitive agreement to be acquired by investment funds managed by Silver Lake and Warburg Pincus in a transaction with a total value of $3.4 billion.
Apr 26, 2010 Morgan Lewis Advises Apollo Global Management on $1 Billion Acquisition of CKE Restaurants
CKE Restaurants, Inc. announced that it has entered into a definitive merger agreement to be acquired by an affiliate of Apollo Global Management, a leading global alternative asset manager.

Overview
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Partner at Morgan, Lewis & Bockius LLP

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Partner at Morgan, Lewis & Bockius LLP

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Partner at Morgan, Lewis & Bockius LLP

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Partner at Morgan, Lewis & Bockius LLP

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Partner at Morgan, Lewis & Bockius LLP

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Partner at Morgan, Lewis & Bockius LLP

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Partner at Morgan, Lewis & Bockius LLP

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Partner at Morgan, Lewis & Bockius LLP

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Partner at Morgan, Lewis & Bockius LLP

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Of Counsel at Morgan, Lewis & Bockius LLP

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Gary S. Rothstein
Partner at Morgan, Lewis & Bockius LLP
Career History
Partner
Current

Morgan, Lewis & Bockius LLP provides transactional, litigation, labor and employment, regulatory, and intellectual property legal services to various industries. Their industry-focused practices include: antitrust, energy, life sciences, and securities. The company was founded in 1873 and is headquartered in Philadelphia, Pennsylvania.

Political Donations
$1,000
2011

Senator at Office of the Senator from Utah, Mitt Romney

$2,000
2008

The National Republican Senatorial Committee (NRSC) is the only national organization solely devoted to electing Republicans to the U.S. Senate. The NRSC provides invaluable support and assistance to current and prospective Republican U.S. Senate candidates in the areas of budget planning, election law compliance, fundraising, communications tools and messaging, research and strategy.

$500
2004

Chief Operating Officer at People's Trust Insurance Company

Transactions
Details Hidden

Nautic Partners LLC, Endries International, Inc. /Private Group purchase Endries International, Inc. from Ferguson Holdings Ltd.

Details Hidden

SK Capital Management LLC purchases Foremark Performance Chemicals, Inc.

Details Hidden

SK Capital Management LLC, Tri Tex Co., Inc. /Private Group purchase Tri-Tex Co., Inc.

Other Affiliations

Gary S. Rothstein is affiliated with Morgan, Lewis & Bockius LLP

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