Melissa Sawyer
United States
Partner, Mergers & Acquisitions Group and Co-Head, Corporate Governance & Activism Practice, Sullivan & Cromwell LLP
Panel: Planning for the Unpredictable: Proactive Scenario Planning by Boards of Consumer & Retail Companies (Hosted by Sullivan & Cromwell)
Melissa Sawyer is a partner in Sullivan & Cromwell LLP’s Mergers &
Acquisitions Group and is co-head of the Firm’s Corporate
Governance & Activism Practice. In addition to advising clients on
public and private M&A transactions, joint ventures and strategic
alliances, she also regularly advises clients on corporate
governance, activism and takeover defense matters. Ms. Sawyer’s
experience spans multiple industries, including consumer and retail,
industrials, medtech and insurance.
Named 2020 “Dealmaker of the Year” by The American Lawyer,
Ms. Sawyer has been repeatedly recognized as a leading M&A
adviser. She is ranked by Chambers USA in Corporate/M&A, where
clients describe her as “an absolute superstar,” and was named a
Client Service All-Star by BTI. She was also named to The Deal’s
“Women in M&A: The Powerhouse 20” for shaping the industry with
her novel approach to transactions and has been recognized as a
Law360 MVP in Food & Beverage, one of Crain’s “Leading Women
Lawyers in New York City” and was named “Dealmaker of the
Week” by The American Lawyer. Additional accolades include
receiving a Burton Award for Legal Achievement and being chosen
as an Empire State Counsel Honoree by the New York State Bar
Association.
Ms. Sawyer has recently advised:
- Apollo Education in its $1.1 billion going private transaction
and on corporate governance matters
- AT&T in its $108.7 billion acquisition of Time Warner and as
the largest shareholder in Central European Media
Enterprises (CME) in PPF Group's $2.1 billion pending
acquisition of CME
- BBA Aviation in its acquisition of Landmark Aviation and
sale of FBOs to KSL
- CONMED in the change of its state of incorporation from
New York to Delaware and its acquisition of Buffalo Filter
- CPPIB in its $750 million investment in Aqua America
and $1.2 billion acquisition of Parkway
- CSM Bakery in its sale of BakeMark to Pamplona Capital
- Diageo in its $1 billion acquisition of Casamigos and $550
million sale of nineteen brands to Sazerac
- DS Smith in its $585 million sale of the Plastics division to
Olympus Partners and its $920 million acquisition of 80% of
the total issued share capital of Interstate Resources
- FXI in its acquisition by an affiliate of One Rock Capital
- GameStop in its cooperation agreement with Hestia Capital Partners and Permit Capital Enterprise Fund
- Novartis in its acquisition of The Medicines Company,
valuing the company at approximately $9.7 billion
- OTPP in its equity partnership with IFM Investors and British
Columbia Investment Management in GCT Global Container
Terminals
- Sotheby’s in its $3.7 billion acquisition by BidFair USA,
acquisitions of Viyet, Thread Genius and Art Agency,
Partners, its repurchase of shares of its common stock from
funds managed by Marcato Capital, its support agreement
with Taikang Insurance and ongoing governance matters
- Tiffany & Co. in its $16.2 billion pending acquisition by
LVMH Moët Hennessy Louis Vuitton
- UnitedHealth in its $4.3 billion acquisition of DaVita Medical
Group and $12.8 billion acquisition of Catamaran
Ms. Sawyer is currently a Lecturer in Law at Columbia Law School,
a Fellow of the American Bar Foundation and a member of the
Mergers, Acquisitions & Corporate Control Contests Committee of
the New York City Bar Association. Ms. Sawyer has participated in
numerous panels for the Practicing Law Institute and regularly writes
for The M&A Lawyer, The Deal Pipeline and LexisNexis.
Recent Publications:
- “Fiduciary Duties in the Zone of Insolvency,” Bloomberg Law
(2020)
- “How boards can prepare for post-pandemic activism,”
Corporate Secretary (2020)
- “Dealing with activist directors with an M&A agenda,”
Corporate Secretary (2020)
- “Pain and Glory: M&A in 2019 and What to Expect in 2020,”
The M&A Lawyer (2020)
- “Carve-Out Transactions: Key Seller Considerations,”
Practical Law (2019)
- “Trends in Shareholder Activism,” The Corporate
Governance Advisor (2019)
- “How boards can approach human capital management,”
Corporate Secretary (2019)