Scott A. Barshay

Partner at Paul, Weiss, Rifkind, Wharton & Garrison LLP

Scott A. Barshay

Scott A. Barshay

Partner at Paul, Weiss, Rifkind, Wharton & Garrison LLP

Biography

Scott A. Barshay is Chair of the Paul, Weiss Corporate Department. His practice focuses on advising clients on mergers and acquisitions, activist defense and other significant corporate matters. Scott also regularly counsels corporations and their directors on securities law, corporate governance, crisis management and internal investigations.

Scott has represented clients in many of the largest and most important M&A transactions and activist defense and corporate matters in recent years, including ADP in its successful proxy contest against Pershing Square; Anheuser-Busch InBev in its $107 billion acquisition of SABMiller; BHP Billiton in the activist campaign by Elliott Management; Burlington Northern Santa Fe in its $44 billion sale to Berkshire Hathaway; Chevron in its $13 billion acquisition of Noble Energy and its proposed $50 billion acquisition of Anadarko Petroleum; Emerson Electric in the activist campaign by D.E. Shaw; General Electric in the $21.4 billion sale of its biopharma business to Danaher and in the more than $30 billion combination of its jet leasing unit, GE Capital Aviation Services (GECAS), with AerCap Holdings; the independent directors of Harris Corporation in its $37 billion merger of equals with L3 Technologies; Honeywell International in its unsolicited $90 billion offer to acquire United Technologies and in the activist campaign by Third Point; IBM in its $34 billion acquisition of Red Hat; Kraft Heinz in its proposed $143 billion acquisition of Unilever; Mylan in its successful defense against a $40 billion hostile takeover offer from Teva and in its $35 billion hostile offer to acquire Perrigo; Nuance Communications in its $19.7 billion sale to Microsoft; Qualcomm in its successful defense against a $142 billion hostile takeover offer from Broadcom, its proposed $47 billion acquisition of NXP Semiconductors, and in the activist campaign by JANA Partners; Rocket Companies (the parent company of Quicken Loans) in its initial public offering, resulting in a first day $43 billion market capitalization; Starwood Hotels in its $13.6 billion sale to Marriott International and in Anbang’s competing offers to acquire Starwood; Teladoc Health in its $18.5 billion acquisition of Livongo Health; Trane Technologies in the $15 billion Reverse Morris Trust spin-off and merger of its industrial business with Gardner Denver Holdings; United Airlines in its $7 billion merger of equals with Continental Airlines; and 3G Capital and H.J. Heinz in Heinz’s $60 billion merger with Kraft Foods.

Awards and Recognitions

Scott is widely recognized as one of the country’s leading M&A lawyers. He has been described by the Financial Times as “one of Wall Street’s most prolific dealmakers.” In 2019, the American Lawyer named Scott “Dealmaker of The Year” for his role advising IBM in its $34 billion acquisition of Red Hat. The Wall Street Journal profiled Scott as one of six top dealmakers who “made the year in M&A” in 2019, highlighting his work on the largest and most important transactions of the year, including Chevron/Anadarko Petroleum and GE BioPharma/Danaher. Scott was similarly recognized by the Wall Street Journal in 2018 for advising on more than $300 billion in M&A that year, including IBM/Red Hat and Harris/L3 Technologies; and in 2015 for advising on many of that year’s biggest deals, including AB InBev/SABMiller, Kraft/Heinz, Marriott/Starwood and Schlumberger/Cameron, and for his defense of clients Qualcomm, Xerox, Avon and Cheniere Energy against activist hedge funds. In 2015, Scott was recognized as an “M&A Trailblazer” by the National Law Journal. In 2011, the Financial Times named Scott one of the “Ten Most Innovative Lawyers” in North America. In 2007, the New York Times included Scott in its list of most important dealmakers in recent years, highlighting his work on behalf of Chevron in its successful $18 billion takeover battle for Unocal.

Scott is consistently ranked as a top-tier M&A practitioner by peer review organizations, including Chambers Global; Chambers USA; The Legal 500 US; IFLR1000; Legal Media Group’s Guide to the World’s Leading Mergers and Acquisitions Lawyers; The Lawdragon 500 Leading Lawyers in America; The Lawdragon 500 Leading Dealmakers in America; The Best Lawyers in America; The International Who’s Who of Mergers & Acquisitions Lawyers; and The International Who’s Who of Corporate Governance Lawyers.

EXPERIENCE

Scott has extensive M&A experience in a broad range of industries. Notable representations have included:

AEROSPACE AND DEFENSE

* CSRA in its $9.7 billion sale to General Dynamics
* General Electric in the more than $30 billion combination of its jet leasing unit, GE Capital Aviation Services (GECAS), with AerCap Holdings
* The independent directors of Harris Corporation in its $37 billion merger of equals with L3 Technologies, and Harris in the sale of its government IT services business to Veritas Capital
* Honeywell International in connection with Third Point’s unsuccessful proposal for Honeywell to spin off its aerospace business
* L3Harris Technologies in the $1 billion sale of its airport security business to Leidos Holdings
* Perspecta in its $7.1 billion sale to Peraton and Veritas Capital

CONSUMER AND RETAIL

* 3G Capital and H.J. Heinz in Heinz’s $60 billion merger with Kraft Foods Group to form The Kraft Heinz Company
* Anheuser-Busch InBev in its $107 billion acquisition of SABMiller and the $12 billion sale of SABMiller’s U.S. and Global Miller Beer businesses to Molson Coors
* The independent directors of Avon in its $3.7 billion sale to Natura & Co., and Avon in the sale of an 80% stake in its North America business to Cerberus Capital Management and in Cerberus’ PIPE investment in Avon’s international business
* Barnes & Noble in its exploration of strategic alternatives and the resulting sale to an affiliate of Elliott Management, and previously in the spin-off of its college business into a separate publicly traded company (Barnes & Noble Education), the strategic investment by Microsoft in Barnes & Noble’s NOOK business, and the PIPE investment by Liberty Media
* The Goodyear Tire & Rubber Company in its $2.5 billion acquisition of Cooper Tire & Rubber Company
* The special committee of the J.Crew board of directors in its $3 billion leveraged buyout by TPG and Leonard Green
* The Jones Group in its $2.2 billion sale to Sycamore Partners; its acquisitions of Barneys New York, Gloria Vanderbilt Apparel and Nine West Group; and its successful hostile acquisition of Maxwell Shoe Co.
* The Kraft Heinz Company in its proposed $143 billion acquisition of Unilever and its proposed $3.2 billion sale of its cheese businesses to Groupe Lactalis
* The special committee of the Pilgrim’s Pride board of directors in its $1.3 billion acquisition of Moy Park from JBS
* Restaurant Brands International in its $1.8 billion acquisition of Popeyes Louisiana Kitchen

ENERGY

* Cameron International in its $15 billion sale to Schlumberger and previously in the formation of its OneSubsea joint venture with Schlumberger
* Chevron in its $13 billion acquisition of Noble Energy, its proposed $50 billion acquisition of Anadarko Petroleum, its successful $18 billion offer to acquire Unocal, and in CNOOC’s competing offer to acquire Unocal
* Delta Air Lines in its acquisition of ConocoPhillips’ Trainer refinery
* Grant Prideco in its $7.4 billion sale to National Oilwell Varco

FINANCIAL INSTITUTIONS

* AerCap Holdings in its $7.6 billion acquisition of International Lease Finance Corporation (ILFC) from AIG
* The special committee of the Delphi Financial board of directors in its $2.7 billion sale to Tokio Marine Holdings
* Deutsche Börse in its proposed $10 billion merger of equals with NYSE Euronext and in Nasdaq OMX and Intercontinental Exchange’s competing offer to acquire NYSE Euronext
* Paine Webber in its $15 billion sale to UBS

HEALTHCAR

Overview
RelSci Relationships

1977

Primary Location

Armonk, NY, United States

Number of Boards

1

Number of Awards

5

Contact Data
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Co-Chair of the Tax Department at Paul, Weiss, Rifkind, Wharton & Garrison LLP

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Partner at Paul, Weiss, Rifkind, Wharton & Garrison LLP

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Partner at Paul, Weiss, Rifkind, Wharton & Garrison LLP

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Partner at Paul, Weiss, Rifkind, Wharton & Garrison LLP

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Partner at Cravath, Swaine & Moore LLP

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Partner at Paul, Weiss, Rifkind, Wharton & Garrison LLP

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Partner at Paul, Weiss, Rifkind, Wharton & Garrison LLP

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Partner at Paul, Weiss, Rifkind, Wharton & Garrison LLP

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Partner at Paul, Weiss, Rifkind, Wharton & Garrison LLP

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Counsel at Paul, Weiss, Rifkind, Wharton & Garrison LLP

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Scott A. Barshay
Partner at Paul, Weiss, Rifkind, Wharton & Garrison LLP
Family Members
Parent
Former Chairman, Consumer Health Care at Schering-Plough Corporation

Schering Plough Corp. manufactures and sells pharmaceuticals, consumer and animal health care products. The firm discovers, develops, manufactures and markets advanced drug therapies. The company is headquartered in Kenilworth, NJ.

Education
JD, Harlan Fiske Stone Scholar
Class of 1991

Columbia Law School is a professional graduate school of Columbia University, a member of the Ivy League. Columbia is regarded as one of the most prestigious law schools in the nation and has always been ranked in the top five by U.S. News and World Report.Founded in 1858, Columbia has produced a large number of distinguished alumni including two Presidents of the United States (Franklin Delano Roosevelt and Theodore Roosevelt); nine Justices of the Supreme Court of the United States;numerous U.S. Cabinet members and Presidential advisers; U.S. Senators, Representatives, and Governors; and more members of the Forbes 400 than any other law school.

BA, magna cum laude, Phi Beta Kappa
Class of 1988

Founded in 1819, Colgate University is a highly selective residential liberal arts institution distinguished by academic excellence and interdisciplinary inquiry. Located on a beautiful campus in upstate New York, Colgate takes pride in the active engagement of its students and faculty in local, national, and global communities.

Memberships
Member
Current

American Bar Association provides legal services. It provides law school accreditation, continuing legal education, legal information and other services to assist legal professionals. The firm has members which include judges, court administrators, law professors, and non-practicing attorneys. The company was founded on August 21, 1878 and is headquartered in Chicago, IL.

Member
Current

The New York State Bar Association (NYSBA) is a voluntary bar association for the state of New York. NYSBA was founded in 1877 with the stated goal to cultivate the science of jurisprudence; to promote reform in the law; to facilitate the administration of justice, and to elevate the standards of integrity, honor, professional skill, and courtesy in the legal profession. Its first President was David B. Hill. Among the reforms in the legislation signed into law creating the association was the removal of the restrictions on the admission of women to the practice of law. In 1896, NYSBA proposed the first global means for settling disputes among nations, what is now called the Permanent Court of Arbitration in The Hague.

Member
Current

The Association of the Bar of the City of New York is a voluntary association of lawyers and law students. The organization was founded in 1870 and it is headquartered in New York, NY.

Career History
Partner
2016 - Current

Paul, Weiss, Rifkind, Wharton & Garrison LLP is a law firm that serve as counsel to companies and investment funds. They have expertise in the areas of bankruptcy and corporate reorganization, employee benefits and executive compensation, intellectual property, personal representation, real estate and tax law. The company is headquartered in New York, NY.

Partner
1991 - 2016

Cravath, Swaine & Moore provides legal services in various industries such as: broadcasting, media and entertainment, consumer products, energy, financial institutions, healthcare, industrial and chemicals, professional services, real estate, retail, technology, telecommunications, and transportation. The company was founded in 1819 and is headquartered in New York, NY.

Non-Profit Donations & Grants

Learn how non-profit organizations benefit from RelSci
$100 - $249
2016
$100 - $249
2015
$50 - $249
2012
Political Donations
$1,000
2017

Former Senator from Arizona

$1,000
2011

Former Senator from Massachusetts

$1,000
2009
Transactions
Details Hidden

Microsoft Corporation purchases Nuance Communications, Inc.

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AerCap Holdings NV purchases GE Capital Aviation Services Ltd. from General Electric Company

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The Goodyear Tire & Rubber Company purchases Cooper Tire & Rubber Company

Awards & Honors
Who’s Who Legal - International Who’s Who of Corporate Governance Lawyers
Lawdragon 500: Leading Lawyers in America
Best Lawyers - Best Lawyers in America, Corporate Law
Events
Speaker
New York-Northern New Jersey-Long Island, NY-NJ-PA Metropolitan Statistical Area
2013 Bloomberg Markets 50 Summit

The third annual Bloomberg Markets 50 Summit brings together the most influential people in global markets and finance. Join us as leading bankers, policymakers, economists, money managers and corporate executives appear before an elite audience of 200 investment professionals.

Other Affiliations
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