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Andrew R. Thompson

Partner, Corporate

Andrew R. Thompson is a partner in Cravath’s Corporate Department. His practice focuses primarily on mergers and acquisitions, joint ventures and general corporate matters.

Mr. Thompson has represented clients in various industries, including consumer and retail, energy and utilities, mining and resources, and defense. Notable matters include representing:

  • Barnes & Noble in connection with multiple matters, including the proposed separation of the Barnes & Noble Retail and NOOK Media businesses into two separate public companies; strategic investments and related commercial agreements by Microsoft and Pearson in Barnes & Noble’s digital and college businesses; its proxy contest victory over Ron Burkle and Yucaipa; its review of strategic alternatives; and its PIPE transaction with Liberty Media
  • Integrys Energy Group, Inc. in connection with its pending $9.1 billion acquisition by Wisconsin Energy Corporation
  • Augusta Resource Corporation in connection with its pending C$555 million sale to HudBay Minerals Inc.
  • Lindsay Goldberg and its portfolio companies in connection with multiple transactions, including the pending sale of First American Payment Systems, L.P. to an investor group led by the Ontario Teachers’ Pension Plan; the $2.1 billion sale of PetroLogistics LP to Flint Hills Resources, LLC, a subsidiary of Koch Industries, Inc; the sale of New Mexico Gas Company to TECO Energy for $950 million; the sale of SEMCO Energy to AltaGas for $1.1 billion; the sale of Fresh Start Bakeries to ARYZTA for $900 million; a joint venture with NuStar Energy L.P. relating to NuStar’s asphalt business; the acquisition of Pacific Architects & Engineers from Lockheed Martin and related follow‑on acquisitions by PAE of Defense Support Services and the Applied Technology Division of CSC; the sale of Rosetta LLC to Publicis; and the sale of Cap Rock Energy to Hunt Transmission Services
  • Minerals Technologies Inc. in connection with its successful unsolicited $1.7 billion acquisition of AMCOL International Corporation and in connection with the unsuccessful competing offers to acquire AMCOL made by Imerys S.A.
  • Dassault Systèmes in connection with its $750 million acquisition of Accelrys, Inc.
  • Hong Kong Aircraft Engineering Company Limited, which is a member of the Swire Group, in connection with its approximately $390 million acquisition of TIMCO Aviation Services, Inc.
  • Archer‑Daniels‑Midland Company in connection with various matters, including its proposed recommended $3.5 billion bid for GrainCorp Ltd., which followed a 19.8% stake build and unsolicited acquisition proposals
  • The special committee of the Delphi Financial Group board of directors in connection with the $2.7 billion sale of Delphi to Tokio Marine Holdings
  • Certain investors in Delphi Automotive in connection with its buyback of General Motors’ and the PBGC’s equity interest for $4.4 billion and subsequent initial public offering
  • United Airlines in connection with its trans‑Pacific joint venture with ANA and Continental Airlines
  • The Haas Trusts in connection with Dow Chemical’s $18.8 billion acquisition of Rohm and Haas and the subsequent disposition of Dow Chemical securities received as part of the transaction
  • TKT in its contested $1.6 billion merger with Shire Pharmaceuticals
  • BAE Systems plc in its $4.7 billion acquisition of United Defense Industries, Inc.
  • Royal Dutch Petroleum Company and The “Shell” Transport and Trading Company plc in their unification transactions
  • PaineWebber in its $12 billion sale to UBS

In 2010, Mr. Thompson was recognized by The Legal 500 for his work in private equity buyouts.

Mr. Thompson was born in Independence, Missouri. He received an A.B. magna cum laude from Brown University in 1996, where he was elected to Phi Beta Kappa, and a J.D. from Columbia University in 1999, where he was a Harlan Fiske Stone Scholar and senior Articles Editor of the Columbia Business Law Review. Mr. Thompson joined Cravath in 1999 and spent 18 months as an associate in the Firm’s London office. He became a partner in 2007.

Mr. Thompson may be reached by phone at +1‑212‑474‑1802 or by email at athompson@cravath.com.

Contact
+1 (212) 474-1802
+1 (212) 474-3700