Annmarie M.
Terraciano
Senior Attorney, Corporate
Annmarie M. Terraciano is a senior attorney in Cravath’s Corporate Department. She advises the Firm’s clients on environmental matters relating to mergers and acquisitions, capital markets transactions, financings and other business transactions, as well as on environmental‑related proceedings and indemnification disputes. Ms. Terraciano also counsels companies on matters relating to Environmental, Social and Governance (“ESG”) concerns, including shareholder engagement, sustainability reporting and disclosure and diligence and integration matters.
Ms. Terraciano has worked on hundreds of transactions across all industries in the U.S. and internationally, including deals in heavy manufacturing; chemical production and refining; pulp and paper; iron and steel; mining; oil and gas exploration, refining, transport and services; power generation; pharmaceuticals; electronics; telecommunications; food and beverage production; consumer goods; insurance; commercial real estate and retail chains. She also provides counseling on environmental compliance matters; environmental proceedings; environmental indemnification disputes; and environmental aspects of periodic reporting obligations under securities laws.
Ms. Terraciano has been recognized for her transactional and regulatory work in the environmental area by, among others, Chambers USA, The Legal 500 US, The Best Lawyers in America and Super Lawyers.
Ms. Terraciano was born in New York. She received a B.A. cum laude from Wellesley College in 1989, an M.S. from the University of Wisconsin – Madison in 1994 and a J.D. from Columbia Law School in 1998, where she was a Harlan Fiske Stone Scholar and an Articles Editor of the Human Rights Law Review. Ms. Terraciano joined Cravath in 2001 and was elected a senior attorney in 2012. Prior to joining Cravath, she practiced environmental litigation at a law firm in New York.
Ms. Terraciano has worked on hundreds of transactions across all industries in the U.S. and internationally, including deals in heavy manufacturing; chemical production and refining; pulp and paper; iron and steel; mining; oil and gas exploration, refining, transport and services; power generation; pharmaceuticals; electronics; telecommunications; food and beverage production; consumer goods; insurance; commercial real estate and retail chains. She also provides counseling on environmental compliance matters; environmental proceedings; environmental indemnification disputes; and environmental aspects of periodic reporting obligations under securities laws.
Ms. Terraciano has been recognized for her transactional and regulatory work in the environmental area by, among others, Chambers USA, The Legal 500 US, The Best Lawyers in America and Super Lawyers.
Ms. Terraciano was born in New York. She received a B.A. cum laude from Wellesley College in 1989, an M.S. from the University of Wisconsin – Madison in 1994 and a J.D. from Columbia Law School in 1998, where she was a Harlan Fiske Stone Scholar and an Articles Editor of the Human Rights Law Review. Ms. Terraciano joined Cravath in 2001 and was elected a senior attorney in 2012. Prior to joining Cravath, she practiced environmental litigation at a law firm in New York.
Education
-
J.D., 1998, Columbia Law SchoolHarlan Fiske Stone Scholar
-
M.S., 1994, University of Wisconsin - Madison
-
B.A., 1989, Wellesley Collegecum laude
Admitted In
- New York
Professional Affiliations
American Bar Association
New York City Bar Association
- Member of the Committee on International Environmental Law
Rankings
Best Lawyers in America
- Environmental Law (2025‑2010)
Chambers USA
- Environment: Mainly Transactional - New York (2024‑2012)
The Legal 500 US
- Environment: Transactional (2024-2017, 2015, 2014, 2013, 2011)
Super Lawyers - New York
- Environmental (2024‑2012)
Deals & Cases
March 31, 2025
Alumina Pty Limited’s $1 Billion High‑Yield Senior Notes Offering and Alcoa Nederland Holding B.V.’s Concurrent $1 Billion Cash Tender Offers
Cravath represented the initial purchasers in connection with the $1 billion 144A/Reg S. high‑yield senior notes offering of Alumina Pty Ltd, a wholly owned subsidiary of Alcoa Corporation, a global industry leader in the production of bauxite, alumina and aluminum products. Cravath also represented the dealer managers in connection with the concurrent cash tender offers for notes of Alcoa Nederland Holding B.V., a wholly owned subsidiary of Alcoa Corporation, with an aggregate principal amount of up to $1 billion. The transactions closed on March 17, 2025.
Deals & Cases
March 17, 2025
PepsiCo’s $1.95 Billion Acquisition of poppi
On March 17, 2025, PepsiCo, Inc. (“PepsiCo”) announced that it has entered into a definitive agreement to acquire poppi, a prebiotic soda brand, for $1.95 billion, including $300 million of anticipated cash tax benefits for a net purchase price of $1.65 billion. The transaction also includes an additional potential earnout consideration subject to the achievement of certain performance milestones within a specified period after closing of the transaction. Cravath is representing PepsiCo in connection with the transaction.
Deals & Cases
February 28, 2025
Hess Midstream LP’s Registered Secondary Offering of Class A Common Stock
Cravath represented the underwriter in connection with the $499 million registered secondary offering of class A common stock of Hess Midstream LP, a fee‑based, growth‑oriented, limited partnership formed by Hess Midstream GP LP and Hess Infrastructure Partners GP LLC to own, operate, develop and acquire a diverse set of midstream assets and provide fee‑based services to Hess Corporation and third‑party customers. The shares were listed on the New York Stock Exchange. The transaction closed on February 12, 2025.
Deals & Cases
February 26, 2025
Hess Midstream Operations LP’s High‑Yield Senior Notes Offering
Cravath represented the initial purchasers in connection with the $800 million 144A/Reg. S high‑yield senior notes offering of Hess Midstream Operations LP, a fee‑based, growth‑oriented, limited partnership that owns, operates, develops and acquires a diverse set of midstream assets and provides fee‑based services to Hess and third‑party customers. The transaction closed on February 12, 2025.
Deals & Cases
February 20, 2025
Cleveland-Cliffs Inc.’s High‑Yield Senior Guaranteed Notes Offering
Cravath represented the initial purchasers in connection with the $850 million 144A/Reg. S high‑yield senior guaranteed notes offering of Cleveland‑Cliffs Inc., a leading North America‑based steel producer. The transaction closed on February 6, 2025.
Annmarie M. Terraciano is a senior attorney in Cravath’s Corporate Department. She advises the Firm’s clients on environmental matters relating to mergers and acquisitions, capital markets transactions, financings and other business transactions, as well as on environmental‑related proceedings and indemnification disputes. Ms. Terraciano also counsels companies on matters relating to Environmental, Social and Governance (“ESG”) concerns, including shareholder engagement, sustainability reporting and disclosure and diligence and integration matters.
Ms. Terraciano has worked on hundreds of transactions across all industries in the U.S. and internationally, including deals in heavy manufacturing; chemical production and refining; pulp and paper; iron and steel; mining; oil and gas exploration, refining, transport and services; power generation; pharmaceuticals; electronics; telecommunications; food and beverage production; consumer goods; insurance; commercial real estate and retail chains. She also provides counseling on environmental compliance matters; environmental proceedings; environmental indemnification disputes; and environmental aspects of periodic reporting obligations under securities laws.
Ms. Terraciano has been recognized for her transactional and regulatory work in the environmental area by, among others, Chambers USA, The Legal 500 US, The Best Lawyers in America and Super Lawyers.
Ms. Terraciano was born in New York. She received a B.A. cum laude from Wellesley College in 1989, an M.S. from the University of Wisconsin – Madison in 1994 and a J.D. from Columbia Law School in 1998, where she was a Harlan Fiske Stone Scholar and an Articles Editor of the Human Rights Law Review. Ms. Terraciano joined Cravath in 2001 and was elected a senior attorney in 2012. Prior to joining Cravath, she practiced environmental litigation at a law firm in New York.
Ms. Terraciano has worked on hundreds of transactions across all industries in the U.S. and internationally, including deals in heavy manufacturing; chemical production and refining; pulp and paper; iron and steel; mining; oil and gas exploration, refining, transport and services; power generation; pharmaceuticals; electronics; telecommunications; food and beverage production; consumer goods; insurance; commercial real estate and retail chains. She also provides counseling on environmental compliance matters; environmental proceedings; environmental indemnification disputes; and environmental aspects of periodic reporting obligations under securities laws.
Ms. Terraciano has been recognized for her transactional and regulatory work in the environmental area by, among others, Chambers USA, The Legal 500 US, The Best Lawyers in America and Super Lawyers.
Ms. Terraciano was born in New York. She received a B.A. cum laude from Wellesley College in 1989, an M.S. from the University of Wisconsin – Madison in 1994 and a J.D. from Columbia Law School in 1998, where she was a Harlan Fiske Stone Scholar and an Articles Editor of the Human Rights Law Review. Ms. Terraciano joined Cravath in 2001 and was elected a senior attorney in 2012. Prior to joining Cravath, she practiced environmental litigation at a law firm in New York.
Education
-
J.D., 1998, Columbia Law SchoolHarlan Fiske Stone Scholar
-
M.S., 1994, University of Wisconsin - Madison
-
B.A., 1989, Wellesley Collegecum laude
Admitted In
- New York
Professional Affiliations
American Bar Association
New York City Bar Association
- Member of the Committee on International Environmental Law
Rankings
Best Lawyers in America
- Environmental Law (2025‑2010)
Chambers USA
- Environment: Mainly Transactional - New York (2024‑2012)
The Legal 500 US
- Environment: Transactional (2024-2017, 2015, 2014, 2013, 2011)
Super Lawyers - New York
- Environmental (2024‑2012)
Deals & Cases
March 31, 2025
Alumina Pty Limited’s $1 Billion High‑Yield Senior Notes Offering and Alcoa Nederland Holding B.V.’s Concurrent $1 Billion Cash Tender Offers
Cravath represented the initial purchasers in connection with the $1 billion 144A/Reg S. high‑yield senior notes offering of Alumina Pty Ltd, a wholly owned subsidiary of Alcoa Corporation, a global industry leader in the production of bauxite, alumina and aluminum products. Cravath also represented the dealer managers in connection with the concurrent cash tender offers for notes of Alcoa Nederland Holding B.V., a wholly owned subsidiary of Alcoa Corporation, with an aggregate principal amount of up to $1 billion. The transactions closed on March 17, 2025.
Deals & Cases
March 17, 2025
PepsiCo’s $1.95 Billion Acquisition of poppi
On March 17, 2025, PepsiCo, Inc. (“PepsiCo”) announced that it has entered into a definitive agreement to acquire poppi, a prebiotic soda brand, for $1.95 billion, including $300 million of anticipated cash tax benefits for a net purchase price of $1.65 billion. The transaction also includes an additional potential earnout consideration subject to the achievement of certain performance milestones within a specified period after closing of the transaction. Cravath is representing PepsiCo in connection with the transaction.
Deals & Cases
February 28, 2025
Hess Midstream LP’s Registered Secondary Offering of Class A Common Stock
Cravath represented the underwriter in connection with the $499 million registered secondary offering of class A common stock of Hess Midstream LP, a fee‑based, growth‑oriented, limited partnership formed by Hess Midstream GP LP and Hess Infrastructure Partners GP LLC to own, operate, develop and acquire a diverse set of midstream assets and provide fee‑based services to Hess Corporation and third‑party customers. The shares were listed on the New York Stock Exchange. The transaction closed on February 12, 2025.
Deals & Cases
February 26, 2025
Hess Midstream Operations LP’s High‑Yield Senior Notes Offering
Cravath represented the initial purchasers in connection with the $800 million 144A/Reg. S high‑yield senior notes offering of Hess Midstream Operations LP, a fee‑based, growth‑oriented, limited partnership that owns, operates, develops and acquires a diverse set of midstream assets and provides fee‑based services to Hess and third‑party customers. The transaction closed on February 12, 2025.
Deals & Cases
February 20, 2025
Cleveland-Cliffs Inc.’s High‑Yield Senior Guaranteed Notes Offering
Cravath represented the initial purchasers in connection with the $850 million 144A/Reg. S high‑yield senior guaranteed notes offering of Cleveland‑Cliffs Inc., a leading North America‑based steel producer. The transaction closed on February 6, 2025.
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