Joseph D. Zavaglia is a partner in Cravath’s Corporate Department. He is a generalist corporate lawyer who advises financial institutions and corporate clients in a wide variety of matters, including capital markets transactions, syndicated loan transactions and mergers and acquisitions.
Mr. Zavaglia represents clients in connection with acquisition finance and other complex financing transactions.
Representative financing transactions include representing:
- Credit Suisse and Citigroup as lead arrangers of committed financing for the $29 billion merger of Express Scripts and Medco Health Solutions
- Credit Suisse, J.P. Morgan, Goldman Sachs and UBS as lead arrangers of committed financing for the $4 billion acquisition of Pharmaceutical Product Development by affiliates of The Carlyle Group and Hellman & Friedman
- Credit Suisse as initial purchaser of $3.75 billion of high-yield senior secured and senior unsecured notes by the Reynolds Group, $2 billion of high-yield senior notes by Community Health Systems, $300 million of high-yield senior notes by GulfMark Offshore and $550 million of high-yield senior notes by Taylor Morrison
- Credit Suisse and Citigroup as lead arrangers of secured credit facilities for the $5 billion acquisition of Houghton Mifflin Company and Riverdeep Holdings Limited by HM Rivergroup
- Crown Castle International in its issuance of $1.9 billion of senior secured tower revenue notes
- Jones Apparel Group in its issuance of $750 million of investment-grade senior notes
- Lazard in its settlement of equity security units and remarketing of senior notes, and follow-on common stock offerings
- Jefferies & Company as lead underwriter of a follow-on common stock offering by Sabra Health Care REIT
- J.P. Morgan as lead arranger of secured credit facilities for the $26 billion acquisition of Phelps Dodge by Freeport-McMoRan Copper & Gold
Mr. Zavaglia also represents private and public companies and private equity funds in connection with mergers and acquisitions matters, takeover defense and unsolicited transactions. He has been involved in many notable M&A transactions, including representing:
- Air Products and Chemicals in its $7 billion unsolicited offer to acquire all outstanding shares of Airgas
- Barnes & Noble in its adoption of a “poison pill” and successful takeover defense against Ron Burkle and The Yucaipa Companies
- Hertz in its $2.3 billion unsolicited offer to acquire Dollar Thrifty Group
- Burlington Northern Santa Fe in its $44 billion acquisition by Berkshire Hathaway
- Millipore Corporation in its $7.2 billion acquisition by Merck KGaA
- IBM in its $600 million sale of a Software Business to Dassault Systemes, and in its purchase of Transitive Corporation
- Johnson & Johnson in its $1 billion investment in Elan and concurrent acquisition of Elan’s Alzheimer’s Immunotherapy Program, its $350 million acquisition of Omrix Biopharmaceuticals and its sale of a Breast Care business to GTCR Golder Rauner
- Universal Health Services in its $3.1 billion acquisition of Psychiatric Solutions
- Lindsay Goldberg in the $900 million sale of its Fresh Start Bakeries portfolio company to ARYZTA AG
- American Securities in connection with portfolio company acquisitions involving Robertson Aviation and Weasler Engineering
Mr. Zavaglia was born in Brooklyn, New York. He received a B.B.A. cum laude from the College of Insurance in 2001, and a J.D. summa cum laude from Brooklyn Law School in 2004, where he was valedictorian and a member of the Brooklyn Law Review. He joined Cravath in 2004.
Mr. Zavaglia may be reached by phone at 212-474-1724 or by email at jzavaglia@cravath.com.