Date Submitted: Thu, 07 Mar 2019 20:55:26 GMT

LAW 1145 v00 : Mergers and Acquisitions in Practice: Advising the Board of Directors

Last edit: Sun, 10 Mar 2019 18:38:28 GMT

Druthers submitted by: zoubekd
JD Adjunct
UserID Name Email
zoubekd Zoubek, Damien
LAW 1145 v00: Mergers and Acquisitions in Practice: Advising the Board of Directors
Mergers and Acquisitions in Practice: Advising the Board of Directors
F 4:00pm-7:00pm; Sa 8:00am-5:30pm; Su 9:00am-12:00pm
2/21, 2/22, and 2/23
Special Requirement




ATTENDANCE IS MANDATORY AT ALL CLASS SESSIONS. All enrolled and waitlisted students must be in attendance at the start of the first class session in order to be eligible for a seat in the class and must attend each class session in its entirety.

This course is offered on a mandatory pass/fail basis and will not count toward the 7 credit pass/fail limit for J.D. students.

A student will be permitted to drop a course that meets for the first time after the add/drop period, without a transcript notation, if a student submits a written request to the Office of the Registrar prior to the start of the second class meeting. Withdrawals are permitted up until the last class for this specific course.

Note: Students should be prepared to dedicate a significant amount of time to this class over the course of the weekend outside of the scheduled class hours.

Would you like to offer the Pass/Fail grading option?

Does this course qualify as a "simulation course"?

Is this course available to distance students?

Is this a mandatory Pass-Fail course?


Personal Information


Damien R. Zoubek is a partner in Cravath’s Corporate Department. His practice primarily encompasses mergers and acquisitions, corporate governance and general corporate matters.Professor Zoubek’s recent transactions include representing: • Covance in its pending $6.1 billion sale to LabCorp;• Johnson & Johnson in numerous acquisition and divestiture transactions, including its $1.75 billion acquisition of Alios BioPharma, its $19.7 billion acquisition of Synthes, its €1.75 billion acquisition of Crucell N.V., its $480 million acquisition of Micrus Endovascular, its $1 billion acquisition of Cougar Biotechnology, its $885 million investment in Elan plc and concurrent acquisition of Elan’s Alzheimer’s Immunotherapy Program, its $1.1 billion acquisition of Mentor Corporation, its acquisitions of Covagen, Immunicon and HealthMedia, its $25 billion takeover battle for Guidant and the divestitures of its Ortho-Clinical Diagnostics business, Professional Wound Care business and Breast Care business;• Pilgrim's Pride in its $7.7 billion offer for Hillshire Brands and in connection with a competing offer to acquire Hillshire made by Tyson Foods;• Alliant Techsystems in the pending spin-off of its Sporting Group to its shareholders and merger of its Aerospace and Defense Groups with Orbital Sciences Corporation through a tax-free Morris Trust merger of equals, and its $985 million acquisition of Bushnell Group Holdings; • Burlington Northern Santa Fe in its $44 billion sale to Berkshire Hathaway; • Lender Processing Services in its $4.3 billion sale to Fidelity National Financial;• Qualcomm in its $3.1 billion acquisition of Atheros; • The independent directors of JDA Software Group in the $1.9 billion leveraged buyout of JDA by affiliates of New Mountain Capital; • Arch Chemicals in its $1.4 billion sale to Lonza Group; • AmerisourceBergen in its strategic relationship with Walgreens and Alliance Boots, its $250 million acquisition of TheraCom from CVS Caremark and its $520 million acquisition of World Courier; • IBM in several acquisition transactions, including its acquisitions of The Now Factory, StoredIQ, Emptoris, Cúram, TRIRIGA, Datacap, Coremetrics, Intelliden, Ounce Labs, FilesX and Corio; • Alpharma in the $395 million sale of its Active Pharmaceutical Ingredients business to 3i; • DreamWorks SKG in its $1.6 billion sale to Paramount Pictures; • GTECH in its $4.8 billion sale to Lottomatica; • Time in its $1.6 billion acquisition of IPC Group; • Credit Suisse in connection with the credit bid by Credit Suisse, as agent on behalf of a group of secured lenders, for the acquisition of the Tropicana Casino & Resort in Atlantic City, New Jersey through a bankruptcy auction; and the approximately $700 million acquisition of all the Gulf of Mexico oil and gas assets of ATP Oil & Gas Corporation by Bennu Oil & Gas, LLC. Bennu Oil & Gas was formed by the lenders under ATP's debtor-in-possession credit facility to effect the acquisition; • Goldman, Sachs & Co. as financial advisor to Warner Music in its $3.3 billion sale to Access Industries, as financial advisor to Allergan in its $958 million acquisition of MAP Pharmaceuticals, as financial advisor to Renaissance Learning in its $455 million sale to Permira and as financial advisor to K-Swiss in its $170 million sale to E. Land World; and • Barclays Capital as financial advisor to Blackboard in its $1.64 billion sale to Providence Equity Partners and as financial advisor to Archipelago Learning in its $291 million sale to an affiliate of Thoma Bravo.Professor Zoubek has been repeatedly recognized as a leading lawyer in mergers and acquisitions by, among others, Chambers USA: America's Leading Lawyers for Business in 2014; The Legal 500 in 2010 and 2013; IFLR1000: The Guide to the World’s Leading Financial Law Firms from 2013 through 2015; and Lawdragon's 500 Leading Lawyers in America from 2011 through 2014. In 2012, he was recognized by Law360 as one of five outstanding attorneys in the nation under the age of 40 for his Corporate/M&A work. Professor Zoubek was also recognized by The Legal 500 for his transactional work in the technology industry in 2013 and 2014 and for his transactional work in the telecoms and broadcast industry in 2012 and 2013.Professor Zoubek was born in Summit, New Jersey. He received a B.S. from Carnegie Mellon University in 1995 and a J.D. magna cum laude from Georgetown University Law Center in 1999, where he was elected to the Order of the Coif. He joined Cravath in 1999 and became a partner in 2007. From 2009 to 2011, Professor Zoubek served as the Firm’s Corporate Hiring Partner.

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