Four Decades for Justice
George F. Schoen is Co-Head of the Global Mergers and Acquisitions Practice. He focuses his practice on mergers, acquisitions and joint ventures, including hostile and contested transactions. Mr. Schoen also regularly counsels corporations and their directors on fiduciary duty and corporate governance matters.
Mr. Schoen has also represented numerous companies in defending against hedge fund activism. Recent examples include representing:
Mr. Schoen has extensive deal experience in many industry sectors, particularly in the media and technology sectors. Notable transactions include representing:
Consumer and Retail
Energy and Natural Resources
Financial Institutions
Healthcare
Industrials
Media and Entertainment
Technology and Telecommunications
Transportation
Mr. Schoen has been repeatedly recognized as a leading lawyer in M&A by, among others, Chambers USA, The Legal 500 US and IFLR1000. He has also been recognized by The Legal 500 US for his transactional work in the telecoms and broadcast industry, as well as for his work in activism defense and his transactional work in the technology industry. Mr. Schoen was named a “Dealmaker of the Year” by the New York Law Journal in 2022 and The American Lawyer in 2019, one of “Hollywood’s Top 20 Dealmakers” by The Hollywood Reporter in 2018 and one of “500 Leading Lawyers in America” by Lawdragon from 2016 through 2023. Additionally, he has been named by Lawdragon as one of the “500 Leading Dealmakers in America.” Mr. Schoen’s work on behalf of Olin Corporation in its $5 billion Reverse Morris Trust acquisition of the chlorine value chain business of Dow Chemical was featured by the Financial Times in its annual FT North America Innovative Lawyers 2016 report. He has also served on the Mergers, Acquisitions & Corporate Control Contests Committee of the New York City Bar Association and has chaired the Practising Law Institute’s “Preparing for Shareholder Activism: What You Need To Be Doing Now” conference.
Mr. Schoen was born in Queens, New York. He received a B.A. from Cornell University in 1994 and a J.D. with honors from the University of Chicago Law School in 1998.
Mr. Schoen joined Cravath in 1998 and was elected a partner in 2005. He served as Co‑Chair of the Firm’s Diversity Committee from 2016 to 2022, and from 2011 to 2014, served as the Firm’s Corporate Hiring Partner.
Mr. Schoen has also represented numerous companies in defending against hedge fund activism. Recent examples include representing:
Mr. Schoen has extensive deal experience in many industry sectors, particularly in the media and technology sectors. Notable transactions include representing:
Consumer and Retail
Energy and Natural Resources
Financial Institutions
Healthcare
Industrials
Media and Entertainment
Technology and Telecommunications
Transportation
Mr. Schoen has been repeatedly recognized as a leading lawyer in M&A by, among others, Chambers USA, The Legal 500 US and IFLR1000. He has also been recognized by The Legal 500 US for his transactional work in the telecoms and broadcast industry, as well as for his work in activism defense and his transactional work in the technology industry. Mr. Schoen was named a “Dealmaker of the Year” by the New York Law Journal in 2022 and The American Lawyer in 2019, one of “Hollywood’s Top 20 Dealmakers” by The Hollywood Reporter in 2018 and one of “500 Leading Lawyers in America” by Lawdragon from 2016 through 2023. Additionally, he has been named by Lawdragon as one of the “500 Leading Dealmakers in America.” Mr. Schoen’s work on behalf of Olin Corporation in its $5 billion Reverse Morris Trust acquisition of the chlorine value chain business of Dow Chemical was featured by the Financial Times in its annual FT North America Innovative Lawyers 2016 report. He has also served on the Mergers, Acquisitions & Corporate Control Contests Committee of the New York City Bar Association and has chaired the Practising Law Institute’s “Preparing for Shareholder Activism: What You Need To Be Doing Now” conference.
Mr. Schoen was born in Queens, New York. He received a B.A. from Cornell University in 1994 and a J.D. with honors from the University of Chicago Law School in 1998.
Mr. Schoen joined Cravath in 1998 and was elected a partner in 2005. He served as Co‑Chair of the Firm’s Diversity Committee from 2016 to 2022, and from 2011 to 2014, served as the Firm’s Corporate Hiring Partner.
International Bar Association
New York City Bar Association
The American Lawyer
Best Lawyers in America
Chambers USA
The Hollywood Reporter
IFLR1000
Lawdragon
The Legal 500 US
New York Law Journal
Deals & Cases
November 21, 2023
On November 21, 2023, Martin Marietta Materials, Inc. (“Martin Marietta”) announced that it has entered into a definitive agreement to sell its South Texas cement business and certain of its related concrete operations to CRH Americas Materials, Inc., a subsidiary of CRH plc, for $2.1 billion in cash. Cravath is representing Martin Marietta in connection with the transaction.
Deals & Cases
November 20, 2023
On November 14, 2023, engineering and technology company Technip Energies announced the launch of Reju, a company focused on PET (Polyethylene terephthalate) recycling of textiles that will leverage technology co‑developed in a joint venture with IBM and Under Armour. IBM, Under Armour and Technip Energies have been working together since 2021 to bring VolCat, an IBM technology for rejuvenating waste PET packaging and polyester, to an industrial scale. VolCat allows the selective breakdown of polymers which IBM first applied to technologies like semiconductor lithography and microelectronics packaging, which Reju intends to use to address hard‑to‑recycle polyester garments and PET packaging lost to the waste stream. Cravath is representing IBM in connection with the joint venture and matters relating to the establishment of Reju.
Deals & Cases
August 24, 2023
On August 24, 2023, Martin Marietta Materials, Inc. (“Martin Marietta”) announced that it has entered into a definitive agreement to sell the Tehachapi, California cement plant to UNACEM Corp S.A.A. for $317 million in cash. Cravath is representing Martin Marietta in connection with the transaction.
Deals & Cases
August 08, 2023
On August 8, 2023, ESPN announced an agreement with PENN Entertainment (“PENN”) to launch ESPN BET, a branded sportsbook for fans in the United States. PENN Entertainment will rebrand its current sportsbook and relaunch as ESPN BET, effective this Fall in the 16 legalized betting states where PENN Entertainment is licensed. The rebrand includes the mobile app, website, and mobile website. In connection with the transaction, PENN Entertainment has agreed to grant ESPN warrants to purchase approximately 31.8 million PENN common shares that will vest ratably over 10 years, with the potential for ESPN to receive additional bonus warrants to purchase up to an additional approximately 6.4 million PENN common shares. ESPN is 80 percent owned by ABC, Inc., an indirect subsidiary of The Walt Disney Company. Cravath is representing The Walt Disney Company (“Disney”) in connection with the transaction.
Deals & Cases
May 15, 2023
On May 15, 2023, Newcrest Mining Limited (“Newcrest”) announced it has entered into a binding scheme implementation deed with Newmont Corporation (“Newmont”), in relation to a proposal for Newmont to acquire 100% of the issued shares in Newcrest by way of a scheme of arrangement. Under the terms of the agreement, Newcrest shareholders will be entitled to receive 0.400 Newmont shares for each Newcrest share held (“Scheme Consideration”). In addition, Newcrest will be permitted to pay a franked special dividend of up to $1.10 per share on or around the implementation of the scheme of arrangement. The Scheme Consideration which would be received by Newcrest shareholders under the proposed transaction, when aggregated with the franked special dividend, represents an implied equity value of A$26.2 billion and enterprise value for Newcrest of A$28.8 billion. Cravath is representing Newcrest as U.S. counsel in connection with the transaction.
Activities & Publications
November 20, 2023
Cravath of counsel Benjamin G. Joseloff and partners George F. Schoen and G.J. Ligelis Jr. co‑authored the U.S. chapter for the International Comparative Legal Guide’s “Foreign Direct Investment Regimes 2024,” which was published by Global Legal Group on November 16, 2023. The chapter examines U.S. foreign investment review policy and the law, regulations and procedures of the Committee on Foreign Investment in the United States (CFIUS), including both jurisdictional and substantive considerations as well as recent developments.
Accolades
October 11, 2022
On October 4, 2022, Cravath partner George F. Schoen was featured as a 2022 “Dealmaker of the Year” by the New York Law Journal. The profile published by NYLJ highlights George’s representation of clients across industries, noting deals from the last year in the healthcare and technology industries. George also discussed the importance of “collaborat[ing] to find new and bespoke solutions,” the effects of recent antitrust enforcement on the M&A landscape, and how the combination of the Firm’s “unparalleled legal expertise, professionalism and commercial and collaborative approach” plays an integral role in its ability to advise clients and develop long‑lasting relationships.
Accolades
August 12, 2022
On August 11, 2022, Cravath partner George F. Schoen was named a 2022 “Dealmaker of the Year” by the New York Law Journal. The award recognizes “talented and hardworking transactional lawyers.” George will be featured in connection with the award in the New York Law Journal’s forthcoming “Professional Excellence” magazine and honored in October at the New York Legal Awards.
Activities & Publications
April 12, 2022
On April 12, 2022, Cravath partner George F. Schoen participated in the 10th annual European Corporate and Private M&A conference, which was hosted by the International Bar Association from April 11‑12, 2022 in Paris. Entitled “With All the Bells and Whistles – Whistleblowing and the M&A Process,” George’s session reviewed the European Union’s new Whistleblower Directive, which applies to both EU and non‑EU companies and has the potential to significantly impact an M&A process. The panel discussed how M&A practitioners can navigate whistleblowing, including how to disclose internal investigations during the due diligence process and protect legal privilege.
Activities & Publications
March 04, 2022
Cravath partner George F. Schoen authored a chapter of The International Comparative Legal Guide to Mergers & Acquisitions 2022, which provides cross‑border insights into mergers and acquisitions and was published by Global Legal Group on March 3, 2022. The chapter, entitled “Key Drivers and Trends: Digitization, Decarbonization and SPACs,” examines developments in 2021, including digitization in the technology, retail, healthcare and education sectors, decarbonization in the oil and gas industry and the role of SPACs in M&A.
George F. Schoen is Co-Head of the Global Mergers and Acquisitions Practice. He focuses his practice on mergers, acquisitions and joint ventures, including hostile and contested transactions. Mr. Schoen also regularly counsels corporations and their directors on fiduciary duty and corporate governance matters.
Mr. Schoen has also represented numerous companies in defending against hedge fund activism. Recent examples include representing:
Mr. Schoen has extensive deal experience in many industry sectors, particularly in the media and technology sectors. Notable transactions include representing:
Consumer and Retail
Energy and Natural Resources
Financial Institutions
Healthcare
Industrials
Media and Entertainment
Technology and Telecommunications
Transportation
Mr. Schoen has been repeatedly recognized as a leading lawyer in M&A by, among others, Chambers USA, The Legal 500 US and IFLR1000. He has also been recognized by The Legal 500 US for his transactional work in the telecoms and broadcast industry, as well as for his work in activism defense and his transactional work in the technology industry. Mr. Schoen was named a “Dealmaker of the Year” by the New York Law Journal in 2022 and The American Lawyer in 2019, one of “Hollywood’s Top 20 Dealmakers” by The Hollywood Reporter in 2018 and one of “500 Leading Lawyers in America” by Lawdragon from 2016 through 2023. Additionally, he has been named by Lawdragon as one of the “500 Leading Dealmakers in America.” Mr. Schoen’s work on behalf of Olin Corporation in its $5 billion Reverse Morris Trust acquisition of the chlorine value chain business of Dow Chemical was featured by the Financial Times in its annual FT North America Innovative Lawyers 2016 report. He has also served on the Mergers, Acquisitions & Corporate Control Contests Committee of the New York City Bar Association and has chaired the Practising Law Institute’s “Preparing for Shareholder Activism: What You Need To Be Doing Now” conference.
Mr. Schoen was born in Queens, New York. He received a B.A. from Cornell University in 1994 and a J.D. with honors from the University of Chicago Law School in 1998.
Mr. Schoen joined Cravath in 1998 and was elected a partner in 2005. He served as Co‑Chair of the Firm’s Diversity Committee from 2016 to 2022, and from 2011 to 2014, served as the Firm’s Corporate Hiring Partner.
Mr. Schoen has also represented numerous companies in defending against hedge fund activism. Recent examples include representing:
Mr. Schoen has extensive deal experience in many industry sectors, particularly in the media and technology sectors. Notable transactions include representing:
Consumer and Retail
Energy and Natural Resources
Financial Institutions
Healthcare
Industrials
Media and Entertainment
Technology and Telecommunications
Transportation
Mr. Schoen has been repeatedly recognized as a leading lawyer in M&A by, among others, Chambers USA, The Legal 500 US and IFLR1000. He has also been recognized by The Legal 500 US for his transactional work in the telecoms and broadcast industry, as well as for his work in activism defense and his transactional work in the technology industry. Mr. Schoen was named a “Dealmaker of the Year” by the New York Law Journal in 2022 and The American Lawyer in 2019, one of “Hollywood’s Top 20 Dealmakers” by The Hollywood Reporter in 2018 and one of “500 Leading Lawyers in America” by Lawdragon from 2016 through 2023. Additionally, he has been named by Lawdragon as one of the “500 Leading Dealmakers in America.” Mr. Schoen’s work on behalf of Olin Corporation in its $5 billion Reverse Morris Trust acquisition of the chlorine value chain business of Dow Chemical was featured by the Financial Times in its annual FT North America Innovative Lawyers 2016 report. He has also served on the Mergers, Acquisitions & Corporate Control Contests Committee of the New York City Bar Association and has chaired the Practising Law Institute’s “Preparing for Shareholder Activism: What You Need To Be Doing Now” conference.
Mr. Schoen was born in Queens, New York. He received a B.A. from Cornell University in 1994 and a J.D. with honors from the University of Chicago Law School in 1998.
Mr. Schoen joined Cravath in 1998 and was elected a partner in 2005. He served as Co‑Chair of the Firm’s Diversity Committee from 2016 to 2022, and from 2011 to 2014, served as the Firm’s Corporate Hiring Partner.
International Bar Association
New York City Bar Association
The American Lawyer
Best Lawyers in America
Chambers USA
The Hollywood Reporter
IFLR1000
Lawdragon
The Legal 500 US
New York Law Journal
Deals & Cases
November 21, 2023
On November 21, 2023, Martin Marietta Materials, Inc. (“Martin Marietta”) announced that it has entered into a definitive agreement to sell its South Texas cement business and certain of its related concrete operations to CRH Americas Materials, Inc., a subsidiary of CRH plc, for $2.1 billion in cash. Cravath is representing Martin Marietta in connection with the transaction.
Deals & Cases
November 20, 2023
On November 14, 2023, engineering and technology company Technip Energies announced the launch of Reju, a company focused on PET (Polyethylene terephthalate) recycling of textiles that will leverage technology co‑developed in a joint venture with IBM and Under Armour. IBM, Under Armour and Technip Energies have been working together since 2021 to bring VolCat, an IBM technology for rejuvenating waste PET packaging and polyester, to an industrial scale. VolCat allows the selective breakdown of polymers which IBM first applied to technologies like semiconductor lithography and microelectronics packaging, which Reju intends to use to address hard‑to‑recycle polyester garments and PET packaging lost to the waste stream. Cravath is representing IBM in connection with the joint venture and matters relating to the establishment of Reju.
Deals & Cases
August 24, 2023
On August 24, 2023, Martin Marietta Materials, Inc. (“Martin Marietta”) announced that it has entered into a definitive agreement to sell the Tehachapi, California cement plant to UNACEM Corp S.A.A. for $317 million in cash. Cravath is representing Martin Marietta in connection with the transaction.
Deals & Cases
August 08, 2023
On August 8, 2023, ESPN announced an agreement with PENN Entertainment (“PENN”) to launch ESPN BET, a branded sportsbook for fans in the United States. PENN Entertainment will rebrand its current sportsbook and relaunch as ESPN BET, effective this Fall in the 16 legalized betting states where PENN Entertainment is licensed. The rebrand includes the mobile app, website, and mobile website. In connection with the transaction, PENN Entertainment has agreed to grant ESPN warrants to purchase approximately 31.8 million PENN common shares that will vest ratably over 10 years, with the potential for ESPN to receive additional bonus warrants to purchase up to an additional approximately 6.4 million PENN common shares. ESPN is 80 percent owned by ABC, Inc., an indirect subsidiary of The Walt Disney Company. Cravath is representing The Walt Disney Company (“Disney”) in connection with the transaction.
Deals & Cases
May 15, 2023
On May 15, 2023, Newcrest Mining Limited (“Newcrest”) announced it has entered into a binding scheme implementation deed with Newmont Corporation (“Newmont”), in relation to a proposal for Newmont to acquire 100% of the issued shares in Newcrest by way of a scheme of arrangement. Under the terms of the agreement, Newcrest shareholders will be entitled to receive 0.400 Newmont shares for each Newcrest share held (“Scheme Consideration”). In addition, Newcrest will be permitted to pay a franked special dividend of up to $1.10 per share on or around the implementation of the scheme of arrangement. The Scheme Consideration which would be received by Newcrest shareholders under the proposed transaction, when aggregated with the franked special dividend, represents an implied equity value of A$26.2 billion and enterprise value for Newcrest of A$28.8 billion. Cravath is representing Newcrest as U.S. counsel in connection with the transaction.
Activities & Publications
November 20, 2023
Cravath of counsel Benjamin G. Joseloff and partners George F. Schoen and G.J. Ligelis Jr. co‑authored the U.S. chapter for the International Comparative Legal Guide’s “Foreign Direct Investment Regimes 2024,” which was published by Global Legal Group on November 16, 2023. The chapter examines U.S. foreign investment review policy and the law, regulations and procedures of the Committee on Foreign Investment in the United States (CFIUS), including both jurisdictional and substantive considerations as well as recent developments.
Accolades
October 11, 2022
On October 4, 2022, Cravath partner George F. Schoen was featured as a 2022 “Dealmaker of the Year” by the New York Law Journal. The profile published by NYLJ highlights George’s representation of clients across industries, noting deals from the last year in the healthcare and technology industries. George also discussed the importance of “collaborat[ing] to find new and bespoke solutions,” the effects of recent antitrust enforcement on the M&A landscape, and how the combination of the Firm’s “unparalleled legal expertise, professionalism and commercial and collaborative approach” plays an integral role in its ability to advise clients and develop long‑lasting relationships.
Accolades
August 12, 2022
On August 11, 2022, Cravath partner George F. Schoen was named a 2022 “Dealmaker of the Year” by the New York Law Journal. The award recognizes “talented and hardworking transactional lawyers.” George will be featured in connection with the award in the New York Law Journal’s forthcoming “Professional Excellence” magazine and honored in October at the New York Legal Awards.
Activities & Publications
April 12, 2022
On April 12, 2022, Cravath partner George F. Schoen participated in the 10th annual European Corporate and Private M&A conference, which was hosted by the International Bar Association from April 11‑12, 2022 in Paris. Entitled “With All the Bells and Whistles – Whistleblowing and the M&A Process,” George’s session reviewed the European Union’s new Whistleblower Directive, which applies to both EU and non‑EU companies and has the potential to significantly impact an M&A process. The panel discussed how M&A practitioners can navigate whistleblowing, including how to disclose internal investigations during the due diligence process and protect legal privilege.
Activities & Publications
March 04, 2022
Cravath partner George F. Schoen authored a chapter of The International Comparative Legal Guide to Mergers & Acquisitions 2022, which provides cross‑border insights into mergers and acquisitions and was published by Global Legal Group on March 3, 2022. The chapter, entitled “Key Drivers and Trends: Digitization, Decarbonization and SPACs,” examines developments in 2021, including digitization in the technology, retail, healthcare and education sectors, decarbonization in the oil and gas industry and the role of SPACs in M&A.
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