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Four Decades for Justice

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Eric W.
Hilfers

Partner, Executive Compensation and Benefits

ehilfers@cravath.com
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Eric W. Hilfers is Head of the Executive Compensation and Benefits Department. Mr. Hilfers’ practice focuses on executive compensation and employee benefit matters faced by Cravath’s clients, principally in connection with mergers and acquisitions and other business transactions. Clients value his “expansive knowledge” and “comprehensive understanding of the business and legal challenges and opportunities” in compensation and benefits matters, leading one to affirm, “he’s not just a lawyer—I view him more as an adviser.”

Mr. Hilfers’ representations include the hiring of chief executives and other officers; the design and implementation of compensation programs; the crafting of public disclosures regarding executive pay; and the management of the many legal and regulatory concerns generated by compensation practices, such as securities law, tax, ERISA and financial accounting.

Mr. Hilfers has extensive experience providing executive compensation and benefits counsel in connection with M&A transactions. Notable matters include representing:

  • Newcrest in its A$28.8 billion acquisition by Newmont.
  • FS Investments in its combination with Portfolio Advisors, creating a $75 billion alternative investment firm.
  • Amazon in its $8.45 billion acquisition of MGM.
  • Viacom’s transaction committee in the $30 billion merger with CBS.
  • Occidental Petroleum in its $57 billion acquisition of Anadarko, topping Anadarko’s original agreement with Chevron.
  • Mylan in its $50 billion combination with Upjohn, a division of Pfizer, to form Viatris and its proposal to acquire Perrigo in a transaction valued at approximately $35 billion.
  • Thermo Fisher Scientific in its $20.9 billion acquisition of PPD.
  • Barrick Gold in its proposed $42 billion merger and subsequent joint venture with Newmont Mining.
  • Pinnacle Foods in its $10.9 billion acquisition by Conagra Brands.
  • AXA in its $15.3 billion acquisition of XL Group.
  • Disney in its $85 billion acquisition of 21st Century Fox, overcoming an interloper bid by Comcast to its original $66 billion agreement.
  • Unilever in the $143 billion unsolicited offer from Kraft Heinz to acquire Unilever.
  • British American Tobacco in its $97 billion merger with Reynolds American.
  • Honeywell in its proposal to acquire United Technologies in a transaction valued at approximately $90 billion.
  • Starwood Hotels & Resorts Worldwide in its $13.3 billion sale to Marriott.
  • Weyerhaeuser in its $23 billion merger with Plum Creek Timber.
  • The Williams Companies in its proposed $37.7 billion business combination transaction with Energy Transfer Equity.
  • Cameron International in its $15 billion sale to Schlumberger.
  • AGL Resources in its $12 billion sale to The Southern Company.
  • Precision Castparts in its $37 billion sale to Berkshire Hathaway.
  • Cigna in its proposed $54.2 billion merger with Anthem.
  • MarkWest in its $21 billion merger with MPLX.
  • Delhaize in its $29 billion merger of equals with Royal Ahold.
  • H.J. Heinz and 3G Capital in Heinz’s $60 billion merger with Kraft Foods to form The Kraft Heinz Company.
  • Rock‑Tenn in its $16 billion combination with MeadWestvaco.
  • Life Technologies in its $15.8 billion sale to Thermo Fisher Scientific.
  • Johnson & Johnson in its acquisition of Synthes, a premier global manufacturer of orthopaedic devices, for $19.7 billion.
  • Burlington Northern Santa Fe (“BNSF”) in Berkshire Hathaway’s $44 billion acquisition of BNSF, including $10 billion of outstanding BNSF debt.

Mr. Hilfers frequently advises the independent directors, including compensation committees, of public companies such as Citigroup, General Motors, The Bank of New York and MetLife. He recently represented the compensation committee of Merrill Lynch in connection with the separation of its chief executive officer and resulting Congressional investigation over severance practices, its merger with Bank of America and subsequent Attorney General and Congressional investigations. He has also assisted a variety of clients, including Avon, Barnes & Noble and Viatris, in preparing their proxy statement disclosures on executive compensation.

Mr. Hilfers has been repeatedly recognized as one of the country’s leading practitioners in employee benefits and executive compensation by Chambers USA, The Legal 500 US and The Best Lawyers in America. In 2019, he was named to The Legal 500 US Hall of Fame in the Employee Benefits, Executive Compensation and Retirement Plans: Transactional category. Mr. Hilfers was also cited as being one of the top 100 corporate employment attorneys in the country by HR Executive magazine and one of the nation’s top 20 employee benefits lawyers by Lawdragon magazine. He has spoken on a panel entitled “New Rules on Compensation” at “The Paradigm of Employment Law” conference, presented by the International Bar Association, and at the Practising Law Institute’s executive compensation program on “The Effect of Legislative Activism on Compensation Practices.”

Mr. Hilfers is currently a member of the Executive Compensation Task Force of CompensationStandards.com. He is a former member of the Executive Committee of the New York State Bar Association Tax Section and has served as Co‑Chair of its Employee Benefits Committee.

Mr. Hilfers was born in Olivia, Minnesota. He received an A.B. from Princeton University in 1995 and a J.D. with honors from the University of Chicago Law School in 1998, where he was a member of the University of Chicago Legal Forum.

Mr. Hilfers joined Cravath in 1998 and was elected a partner in 2005.

Mr. Hilfers’ representations include the hiring of chief executives and other officers; the design and implementation of compensation programs; the crafting of public disclosures regarding executive pay; and the management of the many legal and regulatory concerns generated by compensation practices, such as securities law, tax, ERISA and financial accounting.

Mr. Hilfers has extensive experience providing executive compensation and benefits counsel in connection with M&A transactions. Notable matters include representing:

  • Newcrest in its A$28.8 billion acquisition by Newmont.
  • FS Investments in its combination with Portfolio Advisors, creating a $75 billion alternative investment firm.
  • Amazon in its $8.45 billion acquisition of MGM.
  • Viacom’s transaction committee in the $30 billion merger with CBS.
  • Occidental Petroleum in its $57 billion acquisition of Anadarko, topping Anadarko’s original agreement with Chevron.
  • Mylan in its $50 billion combination with Upjohn, a division of Pfizer, to form Viatris and its proposal to acquire Perrigo in a transaction valued at approximately $35 billion.
  • Thermo Fisher Scientific in its $20.9 billion acquisition of PPD.
  • Barrick Gold in its proposed $42 billion merger and subsequent joint venture with Newmont Mining.
  • Pinnacle Foods in its $10.9 billion acquisition by Conagra Brands.
  • AXA in its $15.3 billion acquisition of XL Group.
  • Disney in its $85 billion acquisition of 21st Century Fox, overcoming an interloper bid by Comcast to its original $66 billion agreement.
  • Unilever in the $143 billion unsolicited offer from Kraft Heinz to acquire Unilever.
  • British American Tobacco in its $97 billion merger with Reynolds American.
  • Honeywell in its proposal to acquire United Technologies in a transaction valued at approximately $90 billion.
  • Starwood Hotels & Resorts Worldwide in its $13.3 billion sale to Marriott.
  • Weyerhaeuser in its $23 billion merger with Plum Creek Timber.
  • The Williams Companies in its proposed $37.7 billion business combination transaction with Energy Transfer Equity.
  • Cameron International in its $15 billion sale to Schlumberger.
  • AGL Resources in its $12 billion sale to The Southern Company.
  • Precision Castparts in its $37 billion sale to Berkshire Hathaway.
  • Cigna in its proposed $54.2 billion merger with Anthem.
  • MarkWest in its $21 billion merger with MPLX.
  • Delhaize in its $29 billion merger of equals with Royal Ahold.
  • H.J. Heinz and 3G Capital in Heinz’s $60 billion merger with Kraft Foods to form The Kraft Heinz Company.
  • Rock‑Tenn in its $16 billion combination with MeadWestvaco.
  • Life Technologies in its $15.8 billion sale to Thermo Fisher Scientific.
  • Johnson & Johnson in its acquisition of Synthes, a premier global manufacturer of orthopaedic devices, for $19.7 billion.
  • Burlington Northern Santa Fe (“BNSF”) in Berkshire Hathaway’s $44 billion acquisition of BNSF, including $10 billion of outstanding BNSF debt.

Mr. Hilfers frequently advises the independent directors, including compensation committees, of public companies such as Citigroup, General Motors, The Bank of New York and MetLife. He recently represented the compensation committee of Merrill Lynch in connection with the separation of its chief executive officer and resulting Congressional investigation over severance practices, its merger with Bank of America and subsequent Attorney General and Congressional investigations. He has also assisted a variety of clients, including Avon, Barnes & Noble and Viatris, in preparing their proxy statement disclosures on executive compensation.

Mr. Hilfers has been repeatedly recognized as one of the country’s leading practitioners in employee benefits and executive compensation by Chambers USA, The Legal 500 US and The Best Lawyers in America. In 2019, he was named to The Legal 500 US Hall of Fame in the Employee Benefits, Executive Compensation and Retirement Plans: Transactional category. Mr. Hilfers was also cited as being one of the top 100 corporate employment attorneys in the country by HR Executive magazine and one of the nation’s top 20 employee benefits lawyers by Lawdragon magazine. He has spoken on a panel entitled “New Rules on Compensation” at “The Paradigm of Employment Law” conference, presented by the International Bar Association, and at the Practising Law Institute’s executive compensation program on “The Effect of Legislative Activism on Compensation Practices.”

Mr. Hilfers is currently a member of the Executive Compensation Task Force of CompensationStandards.com. He is a former member of the Executive Committee of the New York State Bar Association Tax Section and has served as Co‑Chair of its Employee Benefits Committee.

Mr. Hilfers was born in Olivia, Minnesota. He received an A.B. from Princeton University in 1995 and a J.D. with honors from the University of Chicago Law School in 1998, where he was a member of the University of Chicago Legal Forum.

Mr. Hilfers joined Cravath in 1998 and was elected a partner in 2005.

Education

  • J.D., 1998, University of Chicago Law School
    with Honors
  • A.B., 1995, Princeton University

Admitted In

  • New York

Professional Affiliations

New York State Bar Association

  • Former Co‑Chair, Employee Benefits Committee of the Tax Section
  • Former Member, Executive Committee of the Tax Section

Organizations

CompensationStandards.com

  • Member of Executive Compensation Task Force

Rankings

Best Lawyers in America

  • Employee Benefits (ERISA) Law (2024‑2013)

Chambers USA

  • Employee Benefits and Executive Compensation - New York (2023‑2011)

Lawdragon

  • Top 20 in Employee Benefits (2017)
  • 500 Leading U.S. Corporate Employment Lawyers (2024-2020)
  • 500 New Stars, New Worlds (2006)

The Legal 500 Hall of Fame

  • Employee Benefits, Executive Compensation and Retirement Plans: Design
  • Employee Benefits, Executive Compensation and Retirement Plans: Transactional

The Legal 500 US

  • Employee Benefits, Executive Compensation and Retirement Plans: Transactional (2023‑2010)

Deals & Cases

November 08, 2023

Ahold Delhaize USA’s Sale of its FreshDirect Business to Getir

On November 8, 2023, Ahold Delhaize USA, a division of Netherlands-based Ahold Delhaize and the parent company of its U.S. companies, announced that it has entered into an agreement to sell its FreshDirect business to Getir, a pioneer in ultrafast grocery delivery operating in the U.S. and globally. Cravath is representing Ahold Delhaize USA in connection with the transaction.

Deals & Cases

October 16, 2023

Vista Outdoor’s $1.91 Billion Sale of its Sporting Products Business to CSG

On October 16, 2023, Vista Outdoor Inc. (“Vista Outdoor”), the parent company of 41 renowned brands that design, manufacture and market sporting and outdoor products to consumers around the globe, announced a definitive agreement to sell its Sporting Products business to Czechoslovak Group a.s. (“CSG”), a leading industrial technology holding company, for an enterprise value of $1.91 billion in an all-cash transaction. This transaction represents the next step in Vista Outdoor’s plan to split the company into separate entities. Cravath is representing Vista Outdoor in connection with the transaction.

Deals & Cases

September 14, 2023

Bacardi’s Acquisition of ILEGAL Mezcal

On September 11, 2023, Bacardi Limited (“Bacardi”), the largest privately held international spirits company in the world, announced the completion of a transaction that makes the family‑owned company the sole owner of ILEGAL Mezcal®, a leading super premium artisanal mezcal. Cravath is representing Bacardi in connection with the transaction.

Deals & Cases

August 15, 2023

ECN Capital’s Strategic Investment from Skyline Champion

On August 14, 2023, ECN Capital Corp. (“ECN Capital”) and Skyline Champion Corporation (“Skyline Champion”) announced that they have entered into a share subscription agreement pursuant to which Skyline Champion has agreed to make an approximately $138 million equity investment in ECN Capital on a private placement basis in exchange for 33,550,000 common shares of ECN Capital and 27,450,000 mandatory convertible preferred shares, Series E of ECN Capital. In connection with the Private Placement, ECN Capital and Skyline Champion will form a captive finance company that will be 51% owned by Skyline Champion and 49% owned by Triad Financial Services, Inc., a wholly‑owned subsidiary of ECN Capital. Cravath is representing ECN Capital in connection with the transaction, representing the culmination of the company’s strategic review process. Cravath is advising ECN Capital on certain U.S. law matters relating to the transaction, which represents the culmination of the company’s strategic review process.

Deals & Cases

August 08, 2023

EchoStar Corporation’s $6 Billion Combination with DISH Network Corporation

On August 8, 2023, EchoStar Corporation and DISH Network Corporation (“DISH Network”) announced they have entered into a definitive agreement for DISH Network to combine with EchoStar Corporation in an approximately $6 billion all-stock merger. Cravath is representing the Special Committee of the Board of Directors of EchoStar Corporation in connection with the transaction.

Activities & Publications

November 13, 2023

New York Passes Law Restricting Scope of Employee IP Assignment Agreements

On November 7, 2023, Cravath prepared a memo for its clients entitled “New York Passes Law Restricting Scope of Employee IP Assignment Agreements.” The memo examines the new Section 203-f of the New York Labor Law recently signed by Governor Hochul, which renders unenforceable assignment provisions with respect to certain inventions in employment agreements. The memo outlines what types of agreements the law renders unenforceable, its exceptions, the consequences of violating the law, notice requirements and next steps for employers to consider.

Accolades

September 25, 2023

Cravath Partners Named to Lawdragon’s 2024 List of Leading Corporate Employment Lawyers

On September 22, 2023, Cravath partners Eric W. Hilfers, Amanda Hines Gold, Jonathan J. Katz and Matthew J. Bobby were named to Lawdragon’s 2024 list of “500 Leading Corporate Employment Lawyers” in recognition of their work advising clients on executive compensation and benefits matters. The list recognizes the “unsurpassed experts who try to keep the balance between Corporate America and its workers.”

Activities & Publications

June 29, 2023

Mark Greene and Eric Hilfers Speak at Stanford Law School’s 2023 Directors’ College

Cravath partners Mark I. Greene and Eric W. Hilfers spoke at Stanford Law School’s 28th Annual Directors’ College, which was held from June 26‑28, 2023, virtually and in Stanford, CA.

Activities & Publications

June 26, 2023

NYS Assembly Passes Bill Banning Post‑Employment Covenants Not To Compete

On June 23, 2023, Cravath prepared a memo for its clients entitled “NYS Assembly Passes Bill Banning Post‑Employment Covenants Not To Compete.” The memo examines Assembly Bill A1278B, which was passed by the New York State Assembly on June 20, 2023, a version having previously been passed by the New York State Senate, and which provides for a broad ban on post‑employment noncompete restrictions. If the bill is signed into law, New York will join California as one of the most restrictive states in the U.S. with respect to post‑employment covenants not to compete. The memo outlines the types of agreements the bill bans, who is considered a covered individual, the exceptions the bill includes and the consequences for violating the law.

Activities & Publications

June 15, 2023

NYSE and Nasdaq Clawback Listing Standards Effective as of October 2, 2023

On June 15, 2023, Cravath prepared a memo for its clients entitled “NYSE and Nasdaq Clawback Listing Standards Effective as of October 2, 2023.” The memo examines amendments proposed by the New York Stock Exchange and the Nasdaq Stock Market to their listing standards in order to implement the clawback requirements of the Dodd‑Frank Act, which were recently approved by the U.S. Securities and Exchange Commission. The memo outlines timeline considerations and recommended next steps for companies following the amendments’ approval.

Eric W. Hilfers is Head of the Executive Compensation and Benefits Department. Mr. Hilfers’ practice focuses on executive compensation and employee benefit matters faced by Cravath’s clients, principally in connection with mergers and acquisitions and other business transactions. Clients value his “expansive knowledge” and “comprehensive understanding of the business and legal challenges and opportunities” in compensation and benefits matters, leading one to affirm, “he’s not just a lawyer—I view him more as an adviser.”

Mr. Hilfers’ representations include the hiring of chief executives and other officers; the design and implementation of compensation programs; the crafting of public disclosures regarding executive pay; and the management of the many legal and regulatory concerns generated by compensation practices, such as securities law, tax, ERISA and financial accounting.

Mr. Hilfers has extensive experience providing executive compensation and benefits counsel in connection with M&A transactions. Notable matters include representing:

  • Newcrest in its A$28.8 billion acquisition by Newmont.
  • FS Investments in its combination with Portfolio Advisors, creating a $75 billion alternative investment firm.
  • Amazon in its $8.45 billion acquisition of MGM.
  • Viacom’s transaction committee in the $30 billion merger with CBS.
  • Occidental Petroleum in its $57 billion acquisition of Anadarko, topping Anadarko’s original agreement with Chevron.
  • Mylan in its $50 billion combination with Upjohn, a division of Pfizer, to form Viatris and its proposal to acquire Perrigo in a transaction valued at approximately $35 billion.
  • Thermo Fisher Scientific in its $20.9 billion acquisition of PPD.
  • Barrick Gold in its proposed $42 billion merger and subsequent joint venture with Newmont Mining.
  • Pinnacle Foods in its $10.9 billion acquisition by Conagra Brands.
  • AXA in its $15.3 billion acquisition of XL Group.
  • Disney in its $85 billion acquisition of 21st Century Fox, overcoming an interloper bid by Comcast to its original $66 billion agreement.
  • Unilever in the $143 billion unsolicited offer from Kraft Heinz to acquire Unilever.
  • British American Tobacco in its $97 billion merger with Reynolds American.
  • Honeywell in its proposal to acquire United Technologies in a transaction valued at approximately $90 billion.
  • Starwood Hotels & Resorts Worldwide in its $13.3 billion sale to Marriott.
  • Weyerhaeuser in its $23 billion merger with Plum Creek Timber.
  • The Williams Companies in its proposed $37.7 billion business combination transaction with Energy Transfer Equity.
  • Cameron International in its $15 billion sale to Schlumberger.
  • AGL Resources in its $12 billion sale to The Southern Company.
  • Precision Castparts in its $37 billion sale to Berkshire Hathaway.
  • Cigna in its proposed $54.2 billion merger with Anthem.
  • MarkWest in its $21 billion merger with MPLX.
  • Delhaize in its $29 billion merger of equals with Royal Ahold.
  • H.J. Heinz and 3G Capital in Heinz’s $60 billion merger with Kraft Foods to form The Kraft Heinz Company.
  • Rock‑Tenn in its $16 billion combination with MeadWestvaco.
  • Life Technologies in its $15.8 billion sale to Thermo Fisher Scientific.
  • Johnson & Johnson in its acquisition of Synthes, a premier global manufacturer of orthopaedic devices, for $19.7 billion.
  • Burlington Northern Santa Fe (“BNSF”) in Berkshire Hathaway’s $44 billion acquisition of BNSF, including $10 billion of outstanding BNSF debt.

Mr. Hilfers frequently advises the independent directors, including compensation committees, of public companies such as Citigroup, General Motors, The Bank of New York and MetLife. He recently represented the compensation committee of Merrill Lynch in connection with the separation of its chief executive officer and resulting Congressional investigation over severance practices, its merger with Bank of America and subsequent Attorney General and Congressional investigations. He has also assisted a variety of clients, including Avon, Barnes & Noble and Viatris, in preparing their proxy statement disclosures on executive compensation.

Mr. Hilfers has been repeatedly recognized as one of the country’s leading practitioners in employee benefits and executive compensation by Chambers USA, The Legal 500 US and The Best Lawyers in America. In 2019, he was named to The Legal 500 US Hall of Fame in the Employee Benefits, Executive Compensation and Retirement Plans: Transactional category. Mr. Hilfers was also cited as being one of the top 100 corporate employment attorneys in the country by HR Executive magazine and one of the nation’s top 20 employee benefits lawyers by Lawdragon magazine. He has spoken on a panel entitled “New Rules on Compensation” at “The Paradigm of Employment Law” conference, presented by the International Bar Association, and at the Practising Law Institute’s executive compensation program on “The Effect of Legislative Activism on Compensation Practices.”

Mr. Hilfers is currently a member of the Executive Compensation Task Force of CompensationStandards.com. He is a former member of the Executive Committee of the New York State Bar Association Tax Section and has served as Co‑Chair of its Employee Benefits Committee.

Mr. Hilfers was born in Olivia, Minnesota. He received an A.B. from Princeton University in 1995 and a J.D. with honors from the University of Chicago Law School in 1998, where he was a member of the University of Chicago Legal Forum.

Mr. Hilfers joined Cravath in 1998 and was elected a partner in 2005.

Mr. Hilfers’ representations include the hiring of chief executives and other officers; the design and implementation of compensation programs; the crafting of public disclosures regarding executive pay; and the management of the many legal and regulatory concerns generated by compensation practices, such as securities law, tax, ERISA and financial accounting.

Mr. Hilfers has extensive experience providing executive compensation and benefits counsel in connection with M&A transactions. Notable matters include representing:

  • Newcrest in its A$28.8 billion acquisition by Newmont.
  • FS Investments in its combination with Portfolio Advisors, creating a $75 billion alternative investment firm.
  • Amazon in its $8.45 billion acquisition of MGM.
  • Viacom’s transaction committee in the $30 billion merger with CBS.
  • Occidental Petroleum in its $57 billion acquisition of Anadarko, topping Anadarko’s original agreement with Chevron.
  • Mylan in its $50 billion combination with Upjohn, a division of Pfizer, to form Viatris and its proposal to acquire Perrigo in a transaction valued at approximately $35 billion.
  • Thermo Fisher Scientific in its $20.9 billion acquisition of PPD.
  • Barrick Gold in its proposed $42 billion merger and subsequent joint venture with Newmont Mining.
  • Pinnacle Foods in its $10.9 billion acquisition by Conagra Brands.
  • AXA in its $15.3 billion acquisition of XL Group.
  • Disney in its $85 billion acquisition of 21st Century Fox, overcoming an interloper bid by Comcast to its original $66 billion agreement.
  • Unilever in the $143 billion unsolicited offer from Kraft Heinz to acquire Unilever.
  • British American Tobacco in its $97 billion merger with Reynolds American.
  • Honeywell in its proposal to acquire United Technologies in a transaction valued at approximately $90 billion.
  • Starwood Hotels & Resorts Worldwide in its $13.3 billion sale to Marriott.
  • Weyerhaeuser in its $23 billion merger with Plum Creek Timber.
  • The Williams Companies in its proposed $37.7 billion business combination transaction with Energy Transfer Equity.
  • Cameron International in its $15 billion sale to Schlumberger.
  • AGL Resources in its $12 billion sale to The Southern Company.
  • Precision Castparts in its $37 billion sale to Berkshire Hathaway.
  • Cigna in its proposed $54.2 billion merger with Anthem.
  • MarkWest in its $21 billion merger with MPLX.
  • Delhaize in its $29 billion merger of equals with Royal Ahold.
  • H.J. Heinz and 3G Capital in Heinz’s $60 billion merger with Kraft Foods to form The Kraft Heinz Company.
  • Rock‑Tenn in its $16 billion combination with MeadWestvaco.
  • Life Technologies in its $15.8 billion sale to Thermo Fisher Scientific.
  • Johnson & Johnson in its acquisition of Synthes, a premier global manufacturer of orthopaedic devices, for $19.7 billion.
  • Burlington Northern Santa Fe (“BNSF”) in Berkshire Hathaway’s $44 billion acquisition of BNSF, including $10 billion of outstanding BNSF debt.

Mr. Hilfers frequently advises the independent directors, including compensation committees, of public companies such as Citigroup, General Motors, The Bank of New York and MetLife. He recently represented the compensation committee of Merrill Lynch in connection with the separation of its chief executive officer and resulting Congressional investigation over severance practices, its merger with Bank of America and subsequent Attorney General and Congressional investigations. He has also assisted a variety of clients, including Avon, Barnes & Noble and Viatris, in preparing their proxy statement disclosures on executive compensation.

Mr. Hilfers has been repeatedly recognized as one of the country’s leading practitioners in employee benefits and executive compensation by Chambers USA, The Legal 500 US and The Best Lawyers in America. In 2019, he was named to The Legal 500 US Hall of Fame in the Employee Benefits, Executive Compensation and Retirement Plans: Transactional category. Mr. Hilfers was also cited as being one of the top 100 corporate employment attorneys in the country by HR Executive magazine and one of the nation’s top 20 employee benefits lawyers by Lawdragon magazine. He has spoken on a panel entitled “New Rules on Compensation” at “The Paradigm of Employment Law” conference, presented by the International Bar Association, and at the Practising Law Institute’s executive compensation program on “The Effect of Legislative Activism on Compensation Practices.”

Mr. Hilfers is currently a member of the Executive Compensation Task Force of CompensationStandards.com. He is a former member of the Executive Committee of the New York State Bar Association Tax Section and has served as Co‑Chair of its Employee Benefits Committee.

Mr. Hilfers was born in Olivia, Minnesota. He received an A.B. from Princeton University in 1995 and a J.D. with honors from the University of Chicago Law School in 1998, where he was a member of the University of Chicago Legal Forum.

Mr. Hilfers joined Cravath in 1998 and was elected a partner in 2005.

Education

  • J.D., 1998, University of Chicago Law School
    with Honors
  • A.B., 1995, Princeton University

Admitted In

  • New York

Professional Affiliations

New York State Bar Association

  • Former Co‑Chair, Employee Benefits Committee of the Tax Section
  • Former Member, Executive Committee of the Tax Section

Organizations

CompensationStandards.com

  • Member of Executive Compensation Task Force

Rankings

Best Lawyers in America

  • Employee Benefits (ERISA) Law (2024‑2013)

Chambers USA

  • Employee Benefits and Executive Compensation - New York (2023‑2011)

Lawdragon

  • Top 20 in Employee Benefits (2017)
  • 500 Leading U.S. Corporate Employment Lawyers (2024-2020)
  • 500 New Stars, New Worlds (2006)

The Legal 500 Hall of Fame

  • Employee Benefits, Executive Compensation and Retirement Plans: Design
  • Employee Benefits, Executive Compensation and Retirement Plans: Transactional

The Legal 500 US

  • Employee Benefits, Executive Compensation and Retirement Plans: Transactional (2023‑2010)

Deals & Cases

November 08, 2023

Ahold Delhaize USA’s Sale of its FreshDirect Business to Getir

On November 8, 2023, Ahold Delhaize USA, a division of Netherlands-based Ahold Delhaize and the parent company of its U.S. companies, announced that it has entered into an agreement to sell its FreshDirect business to Getir, a pioneer in ultrafast grocery delivery operating in the U.S. and globally. Cravath is representing Ahold Delhaize USA in connection with the transaction.

Deals & Cases

October 16, 2023

Vista Outdoor’s $1.91 Billion Sale of its Sporting Products Business to CSG

On October 16, 2023, Vista Outdoor Inc. (“Vista Outdoor”), the parent company of 41 renowned brands that design, manufacture and market sporting and outdoor products to consumers around the globe, announced a definitive agreement to sell its Sporting Products business to Czechoslovak Group a.s. (“CSG”), a leading industrial technology holding company, for an enterprise value of $1.91 billion in an all-cash transaction. This transaction represents the next step in Vista Outdoor’s plan to split the company into separate entities. Cravath is representing Vista Outdoor in connection with the transaction.

Deals & Cases

September 14, 2023

Bacardi’s Acquisition of ILEGAL Mezcal

On September 11, 2023, Bacardi Limited (“Bacardi”), the largest privately held international spirits company in the world, announced the completion of a transaction that makes the family‑owned company the sole owner of ILEGAL Mezcal®, a leading super premium artisanal mezcal. Cravath is representing Bacardi in connection with the transaction.

Deals & Cases

August 15, 2023

ECN Capital’s Strategic Investment from Skyline Champion

On August 14, 2023, ECN Capital Corp. (“ECN Capital”) and Skyline Champion Corporation (“Skyline Champion”) announced that they have entered into a share subscription agreement pursuant to which Skyline Champion has agreed to make an approximately $138 million equity investment in ECN Capital on a private placement basis in exchange for 33,550,000 common shares of ECN Capital and 27,450,000 mandatory convertible preferred shares, Series E of ECN Capital. In connection with the Private Placement, ECN Capital and Skyline Champion will form a captive finance company that will be 51% owned by Skyline Champion and 49% owned by Triad Financial Services, Inc., a wholly‑owned subsidiary of ECN Capital. Cravath is representing ECN Capital in connection with the transaction, representing the culmination of the company’s strategic review process. Cravath is advising ECN Capital on certain U.S. law matters relating to the transaction, which represents the culmination of the company’s strategic review process.

Deals & Cases

August 08, 2023

EchoStar Corporation’s $6 Billion Combination with DISH Network Corporation

On August 8, 2023, EchoStar Corporation and DISH Network Corporation (“DISH Network”) announced they have entered into a definitive agreement for DISH Network to combine with EchoStar Corporation in an approximately $6 billion all-stock merger. Cravath is representing the Special Committee of the Board of Directors of EchoStar Corporation in connection with the transaction.

Activities & Publications

November 13, 2023

New York Passes Law Restricting Scope of Employee IP Assignment Agreements

On November 7, 2023, Cravath prepared a memo for its clients entitled “New York Passes Law Restricting Scope of Employee IP Assignment Agreements.” The memo examines the new Section 203-f of the New York Labor Law recently signed by Governor Hochul, which renders unenforceable assignment provisions with respect to certain inventions in employment agreements. The memo outlines what types of agreements the law renders unenforceable, its exceptions, the consequences of violating the law, notice requirements and next steps for employers to consider.

Accolades

September 25, 2023

Cravath Partners Named to Lawdragon’s 2024 List of Leading Corporate Employment Lawyers

On September 22, 2023, Cravath partners Eric W. Hilfers, Amanda Hines Gold, Jonathan J. Katz and Matthew J. Bobby were named to Lawdragon’s 2024 list of “500 Leading Corporate Employment Lawyers” in recognition of their work advising clients on executive compensation and benefits matters. The list recognizes the “unsurpassed experts who try to keep the balance between Corporate America and its workers.”

Activities & Publications

June 29, 2023

Mark Greene and Eric Hilfers Speak at Stanford Law School’s 2023 Directors’ College

Cravath partners Mark I. Greene and Eric W. Hilfers spoke at Stanford Law School’s 28th Annual Directors’ College, which was held from June 26‑28, 2023, virtually and in Stanford, CA.

Activities & Publications

June 26, 2023

NYS Assembly Passes Bill Banning Post‑Employment Covenants Not To Compete

On June 23, 2023, Cravath prepared a memo for its clients entitled “NYS Assembly Passes Bill Banning Post‑Employment Covenants Not To Compete.” The memo examines Assembly Bill A1278B, which was passed by the New York State Assembly on June 20, 2023, a version having previously been passed by the New York State Senate, and which provides for a broad ban on post‑employment noncompete restrictions. If the bill is signed into law, New York will join California as one of the most restrictive states in the U.S. with respect to post‑employment covenants not to compete. The memo outlines the types of agreements the bill bans, who is considered a covered individual, the exceptions the bill includes and the consequences for violating the law.

Activities & Publications

June 15, 2023

NYSE and Nasdaq Clawback Listing Standards Effective as of October 2, 2023

On June 15, 2023, Cravath prepared a memo for its clients entitled “NYSE and Nasdaq Clawback Listing Standards Effective as of October 2, 2023.” The memo examines amendments proposed by the New York Stock Exchange and the Nasdaq Stock Market to their listing standards in order to implement the clawback requirements of the Dodd‑Frank Act, which were recently approved by the U.S. Securities and Exchange Commission. The memo outlines timeline considerations and recommended next steps for companies following the amendments’ approval.

Cravath Bicentennial

Celebrating 200 years of partnership. In 2019, we celebrated our bicentennial. Our history mirrors that of our nation. Integral to our story is our culture.

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