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Andrew C. Elken

Partner, Corporate

Andrew C. Elken is a partner in Cravath’s Corporate Department. His practice primarily focuses on mergers and acquisitions, corporate governance, activist defense and general corporate matters.

Mr. Elken’s clients have included Anheuser‑Busch InBev, Barnes & Noble, Cameron International, Credit Suisse, Crown Castle, Johnson & Johnson, Lazard, Martin Marietta, Minerals Technologies, Morgan Stanley, Mylan, Nalco, Novartis, Olin, Peabody Energy, PG&E, Pinnacle Foods, Terra Industries, Unilever and WestRock.

Mr. Elken has broad experience across various industries. Notable M&A transactions include representing:

Consumer Products

  • Anheuser-Busch InBev in its $123 billion acquisition of SABMiller and the $12 billion sale of SABMiller’s U.S. and global Miller branded businesses to Molson Coors
  • Pinnacle Foods in its $975 million acquisition of Boulder Brands
  • Unilever in its $3.7 billion acquisition of Alberto Culver

Industrials

  • Martin Marietta in its $3.2 billion acquisition of Texas Industries
  • Minerals Technologies in its successful unsolicited $1.7 billion acquisition of AMCOL International following the announcement of a proposed acquisition of AMCOL by Imerys and a series of public competing bids by Minerals Technologies and Imerys
  • Nalco in its $8.1 billion merger with Ecolab
  • Olin in its $328 million acquisition of K.A. Steel Chemicals
  • Terra Industries in its defense against a hostile bid from CF Industries (which was withdrawn), its $4.6 billion proposed sale to Yara and the $5.2 billion topping bid by CF Industries
  • WestRock in its $4.9 billion acquisition of KapStone and its $2.28 billion acquisition of Multi Packaging Solutions

Energy

  • Peabody Energy in its pending multibillion‑dollar joint venture with Arch Coal
  • Cameron International in the creation of its multibillion‑dollar OneSubsea joint venture with Schlumberger
  • Credit Suisse in the approximately $700 million acquisition of all the Gulf of Mexico oil and gas assets of ATP Oil & Gas by Bennu Oil & Gas, which was formed by Credit Suisse and other lenders under ATP’s debtor‑in‑possession (DIP) credit facility to effect the acquisition

Telecommunications

  • Crown Castle in its $1.5 billion acquisition of FiberNet and its $1 billion acquisition of NextG Networks

Healthcare

  • Johnson & Johnson in the divestiture of its Global Orthopaedic Trauma business and its acquisition of Covagen AG
  • Mylan in its $9.9 billion acquisition of Meda; $1 billion acquisition of Renaissance Acquisition Holdings’ non‑sterile, topicals‑focused specialty and generics business; $463 million acquisition of Novartis’ worldwide rights to their global tobramycin‑based cystic fibrosis products; and $550 million acquisition of Bioniche Pharma
  • Novartis in its $470 million acquisition of Genoptix

Mr. Elken is active in the Firm’s Financial Restructuring & Reorganization practice, working on mergers and acquisitions involving distressed companies and bankruptcy proceedings. Notable matters include:

  • Guiding Credit Suisse and the other DIP financing lenders in all aspects of their $700 million “credit bid” acquisition of all the Gulf of Mexico oil and gas assets of ATP Oil & Gas in a Section 363 transaction, including with respect to the formation Bennu Oil & Gas as the credit bid vehicle and related corporate governance and regulatory matters
  • Leading the sell-side Section 363 auction of substantially all of the assets of The Weinstein Company, which were ultimately purchased by an affiliate of Lantern Asset Management for approximately $289 million in cash plus the assumption of up to $127.5 million in liabilities
  • Advising PG&E on a wide variety of corporate matters, including corporate governance matters, securities matters, its reorganization process under Chapter 11 of the U.S. Bankruptcy Code and other strategic matters

Mr. Elken also regularly represents public companies and boards of directors regarding activist proposals and proxy solicitations. He has advised clients in connection with matters involving a variety of activist investors and hedge funds, including Elliott Management, TCI, Yucaipa and BlueMountain Capital Management.

Mr. Elken was recognized for his work in mergers and acquisitions by IFLR1000 in 2019. He is a member of the International Bar Association.

Mr. Elken was born in New York, New York. He received an A.B. from Princeton University in 2004 and a J.D. from the University of Southern California School of Law in 2009, where he was a Frank Rothman Scholar, a member of the Order of the Coif and a Senior Editor of the Law Review. Mr. Elken joined Cravath in 2009 and became a partner in 2018.

Mr. Elken may be reached by phone at +1‑212-474-1414 or by email at aelken@cravath.com.

Mr. Elken is admitted only in New York.

Contact
+1 (212) 474-1414
+1 (212) 474-3700