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Sarah W.
Colangelo

Of Counsel, Executive Compensation and Benefits

scolangelo@cravath.com
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Sarah W. Colangelo focuses her practice on executive compensation and employee benefit matters, principally in connection with mergers and acquisitions, securities offerings and other corporate transactions.

Ms. Colangelo’s notable transactions include representing:

  • AerCap in its $30 billion acquisition of GE Capital Aviation Services;
  • Northrop Grumman in the $3.4 billion sale of its federal IT and mission support business to Veritas Capital;
  • The special committee of the board of Eidos Therapeutics in its $2.83 billion merger with BridgeBio Pharma;
  • Bharti in the acquisition of, and $1 billion investment in, OneWeb by a consortium led by Bharti and Her Majesty’s Government; 
  • Disney in Endemol Shine’s acquisition by Banijay Group;
  • Parker Hannifin in its $3.7 billion acquisition of LORD;
  • Occidental Petroleum in its $57 billion acquisition of Anadarko, topping Anadarko’s original agreement with Chevron;
  • Time Warner in its $109 billion sale to AT&T;
  • Johnson & Johnson in its $30 billion acquisition of Actelion;
  • Technicolor in the $475 million sale of its Patent Licensing business and the sale of its Research & Innovation activity to InterDigital;
  • CommScope in its $1 billion investment from The Carlyle Group as part of CommScope’s $7.4 billion acquisition of ARRIS;
  • AveXis in its $8.7 billion acquisition by Novartis;
  • Montpelier Re Holdings in its sale to Endurance Specialty Holdings; and
  • Sapient in its $3.7 billion acquisition by Publicis.

Ms. Colangelo considers Charleston, South Carolina her home. She received a B.A. summa cum laude from Duke University in 2007 where she was elected to Phi Beta Kappa and a J.D. magna cum laude from Georgetown Law School in 2014, where she was the Editor‑in‑Chief of The Tax Lawyer and elected to the Order of the Coif. Prior to attending law school, Ms. Colangelo served in the United States Navy. Ms. Colangelo joined Cravath in 2014 and was elected of counsel in 2023.

Ms. Colangelo’s notable transactions include representing:

  • AerCap in its $30 billion acquisition of GE Capital Aviation Services;
  • Northrop Grumman in the $3.4 billion sale of its federal IT and mission support business to Veritas Capital;
  • The special committee of the board of Eidos Therapeutics in its $2.83 billion merger with BridgeBio Pharma;
  • Bharti in the acquisition of, and $1 billion investment in, OneWeb by a consortium led by Bharti and Her Majesty’s Government; 
  • Disney in Endemol Shine’s acquisition by Banijay Group;
  • Parker Hannifin in its $3.7 billion acquisition of LORD;
  • Occidental Petroleum in its $57 billion acquisition of Anadarko, topping Anadarko’s original agreement with Chevron;
  • Time Warner in its $109 billion sale to AT&T;
  • Johnson & Johnson in its $30 billion acquisition of Actelion;
  • Technicolor in the $475 million sale of its Patent Licensing business and the sale of its Research & Innovation activity to InterDigital;
  • CommScope in its $1 billion investment from The Carlyle Group as part of CommScope’s $7.4 billion acquisition of ARRIS;
  • AveXis in its $8.7 billion acquisition by Novartis;
  • Montpelier Re Holdings in its sale to Endurance Specialty Holdings; and
  • Sapient in its $3.7 billion acquisition by Publicis.

Ms. Colangelo considers Charleston, South Carolina her home. She received a B.A. summa cum laude from Duke University in 2007 where she was elected to Phi Beta Kappa and a J.D. magna cum laude from Georgetown Law School in 2014, where she was the Editor‑in‑Chief of The Tax Lawyer and elected to the Order of the Coif. Prior to attending law school, Ms. Colangelo served in the United States Navy. Ms. Colangelo joined Cravath in 2014 and was elected of counsel in 2023.

Education

  • J.D., 2014, Georgetown University Law Center
    Order of the Coif, magna cum laude
  • B.A., 2007, Duke University
    Phi Beta Kappa, summa cum laude

Admitted In

  • New York

Deals & Cases

August 29, 2025

PepsiCo’s Strategic Partnership with Celsius Holdings

On August 29, 2025, PepsiCo, Inc. (“PepsiCo”) and Celsius Holdings, Inc. (“Celsius Holdings”) announced an agreement to strengthen their long-term strategic partnership. As part of the agreement, (i) Celsius Holdings’ Alani Nu brand will move to the PepsiCo distribution system in the U.S. and Canada, (ii) PepsiCo has acquired $585 million in newly issued convertible 5% preferred stock while extending its existing preferred stock to the same conversion period and (iii) Celsius Holdings has acquired the Rockstar Energy brand in the U.S. and Canada from PepsiCo. PepsiCo will continue to own the Rockstar brand internationally. Celsius Holdings will become the strategic energy lead in the U.S., managing the Celsius, Alani Nu and Rockstar Energy brands, while PepsiCo will lead distribution for the Celsius Holdings portfolio in the U.S. and Canada. Cravath is representing PepsiCo in connection with the transaction.

Deals & Cases

August 04, 2025

Martin Marietta’s Exchange of Assets with Quikrete and Acquisition of Premier

On August 4, 2025, Martin Marietta Materials, Inc. (“Martin Marietta”) announced that it has entered into a definitive agreement with Quikrete Holdings, Inc. (“Quikrete”) for the exchange of certain assets. Under the terms of the agreement, Martin Marietta will receive aggregates operations producing approximately 20 million tons annually in Virginia, Missouri, Kansas and Vancouver, British Columbia, as well as $450 million of cash. In exchange, Quikrete will receive Martin Marietta’s Midlothian cement plant, related cement terminals and North Texas ready‑mixed concrete assets.

Deals & Cases

January 27, 2025

The Aquarion Water Authority’s $2.4 Billion Acquisition of Aquarion Water Company from Eversource Energy

On January 27, 2025, the Aquarion Water Authority, a quasi-public corporation and political subdivision of the State of Connecticut and a standalone, newly created water authority alongside the South Central Connecticut Regional Water Authority, announced that it has entered into a definitive agreement to acquire Aquarion Water Company from Eversource Energy, an energy provider which transmits and delivers electricity and natural gas and supplies water to approximately 4.4 million customers in Connecticut, Massachusetts and New Hampshire. Subject to certain closing adjustments, the aggregate enterprise value of the sale is approximately $2.4 billion, which includes approximately $1.6 billion in cash and $800 million of net debt that will be extinguished at closing. Cravath is representing the Aquarion Water Authority in connection with the transaction.

Deals & Cases

January 13, 2025

Johnson & Johnson’s $14.6 Billion Acquisition of Intra‑Cellular Therapies, Inc.

On January 13, 2025, Johnson & Johnson and Intra‑Cellular Therapies, Inc. announced that they have entered into a definitive agreement under which Johnson & Johnson will acquire all outstanding shares of Intra‑Cellular Therapies, a biopharmaceutical company focused on the development and commercialization of therapeutics for central nervous system (CNS) disorders, for $132 per share in cash for a total equity value of approximately $14.6 billion. Cravath is representing Johnson & Johnson in connection with the transaction.

Deals & Cases

December 20, 2023

Aon’s $13.4 Billion Acquisition of NFP

On December 20, 2023, Aon plc (“Aon”), a leading global professional services firm, announced the signing of a definitive agreement to acquire NFP, a leading middle‑market property and casualty broker, benefits consultant, wealth manager and retirement plan advisor, from funds affiliated with NFP’s main capital sponsor, Madison Dearborn Partners, and funds affiliated with HPS Investment Partners. Under the terms of the transaction, Aon will acquire NFP for a total consideration estimated to be $13.4 billion at the time of close, which will be funded by $7 billion of cash and $6.4 billion of Aon stock. Cravath is representing Aon in connection with the transaction.

Sarah W. Colangelo focuses her practice on executive compensation and employee benefit matters, principally in connection with mergers and acquisitions, securities offerings and other corporate transactions.

Ms. Colangelo’s notable transactions include representing:

  • AerCap in its $30 billion acquisition of GE Capital Aviation Services;
  • Northrop Grumman in the $3.4 billion sale of its federal IT and mission support business to Veritas Capital;
  • The special committee of the board of Eidos Therapeutics in its $2.83 billion merger with BridgeBio Pharma;
  • Bharti in the acquisition of, and $1 billion investment in, OneWeb by a consortium led by Bharti and Her Majesty’s Government; 
  • Disney in Endemol Shine’s acquisition by Banijay Group;
  • Parker Hannifin in its $3.7 billion acquisition of LORD;
  • Occidental Petroleum in its $57 billion acquisition of Anadarko, topping Anadarko’s original agreement with Chevron;
  • Time Warner in its $109 billion sale to AT&T;
  • Johnson & Johnson in its $30 billion acquisition of Actelion;
  • Technicolor in the $475 million sale of its Patent Licensing business and the sale of its Research & Innovation activity to InterDigital;
  • CommScope in its $1 billion investment from The Carlyle Group as part of CommScope’s $7.4 billion acquisition of ARRIS;
  • AveXis in its $8.7 billion acquisition by Novartis;
  • Montpelier Re Holdings in its sale to Endurance Specialty Holdings; and
  • Sapient in its $3.7 billion acquisition by Publicis.

Ms. Colangelo considers Charleston, South Carolina her home. She received a B.A. summa cum laude from Duke University in 2007 where she was elected to Phi Beta Kappa and a J.D. magna cum laude from Georgetown Law School in 2014, where she was the Editor‑in‑Chief of The Tax Lawyer and elected to the Order of the Coif. Prior to attending law school, Ms. Colangelo served in the United States Navy. Ms. Colangelo joined Cravath in 2014 and was elected of counsel in 2023.

Ms. Colangelo’s notable transactions include representing:

  • AerCap in its $30 billion acquisition of GE Capital Aviation Services;
  • Northrop Grumman in the $3.4 billion sale of its federal IT and mission support business to Veritas Capital;
  • The special committee of the board of Eidos Therapeutics in its $2.83 billion merger with BridgeBio Pharma;
  • Bharti in the acquisition of, and $1 billion investment in, OneWeb by a consortium led by Bharti and Her Majesty’s Government; 
  • Disney in Endemol Shine’s acquisition by Banijay Group;
  • Parker Hannifin in its $3.7 billion acquisition of LORD;
  • Occidental Petroleum in its $57 billion acquisition of Anadarko, topping Anadarko’s original agreement with Chevron;
  • Time Warner in its $109 billion sale to AT&T;
  • Johnson & Johnson in its $30 billion acquisition of Actelion;
  • Technicolor in the $475 million sale of its Patent Licensing business and the sale of its Research & Innovation activity to InterDigital;
  • CommScope in its $1 billion investment from The Carlyle Group as part of CommScope’s $7.4 billion acquisition of ARRIS;
  • AveXis in its $8.7 billion acquisition by Novartis;
  • Montpelier Re Holdings in its sale to Endurance Specialty Holdings; and
  • Sapient in its $3.7 billion acquisition by Publicis.

Ms. Colangelo considers Charleston, South Carolina her home. She received a B.A. summa cum laude from Duke University in 2007 where she was elected to Phi Beta Kappa and a J.D. magna cum laude from Georgetown Law School in 2014, where she was the Editor‑in‑Chief of The Tax Lawyer and elected to the Order of the Coif. Prior to attending law school, Ms. Colangelo served in the United States Navy. Ms. Colangelo joined Cravath in 2014 and was elected of counsel in 2023.

Education

  • J.D., 2014, Georgetown University Law Center
    Order of the Coif, magna cum laude
  • B.A., 2007, Duke University
    Phi Beta Kappa, summa cum laude

Admitted In

  • New York

Deals & Cases

August 29, 2025

PepsiCo’s Strategic Partnership with Celsius Holdings

On August 29, 2025, PepsiCo, Inc. (“PepsiCo”) and Celsius Holdings, Inc. (“Celsius Holdings”) announced an agreement to strengthen their long-term strategic partnership. As part of the agreement, (i) Celsius Holdings’ Alani Nu brand will move to the PepsiCo distribution system in the U.S. and Canada, (ii) PepsiCo has acquired $585 million in newly issued convertible 5% preferred stock while extending its existing preferred stock to the same conversion period and (iii) Celsius Holdings has acquired the Rockstar Energy brand in the U.S. and Canada from PepsiCo. PepsiCo will continue to own the Rockstar brand internationally. Celsius Holdings will become the strategic energy lead in the U.S., managing the Celsius, Alani Nu and Rockstar Energy brands, while PepsiCo will lead distribution for the Celsius Holdings portfolio in the U.S. and Canada. Cravath is representing PepsiCo in connection with the transaction.

Deals & Cases

August 04, 2025

Martin Marietta’s Exchange of Assets with Quikrete and Acquisition of Premier

On August 4, 2025, Martin Marietta Materials, Inc. (“Martin Marietta”) announced that it has entered into a definitive agreement with Quikrete Holdings, Inc. (“Quikrete”) for the exchange of certain assets. Under the terms of the agreement, Martin Marietta will receive aggregates operations producing approximately 20 million tons annually in Virginia, Missouri, Kansas and Vancouver, British Columbia, as well as $450 million of cash. In exchange, Quikrete will receive Martin Marietta’s Midlothian cement plant, related cement terminals and North Texas ready‑mixed concrete assets.

Deals & Cases

January 27, 2025

The Aquarion Water Authority’s $2.4 Billion Acquisition of Aquarion Water Company from Eversource Energy

On January 27, 2025, the Aquarion Water Authority, a quasi-public corporation and political subdivision of the State of Connecticut and a standalone, newly created water authority alongside the South Central Connecticut Regional Water Authority, announced that it has entered into a definitive agreement to acquire Aquarion Water Company from Eversource Energy, an energy provider which transmits and delivers electricity and natural gas and supplies water to approximately 4.4 million customers in Connecticut, Massachusetts and New Hampshire. Subject to certain closing adjustments, the aggregate enterprise value of the sale is approximately $2.4 billion, which includes approximately $1.6 billion in cash and $800 million of net debt that will be extinguished at closing. Cravath is representing the Aquarion Water Authority in connection with the transaction.

Deals & Cases

January 13, 2025

Johnson & Johnson’s $14.6 Billion Acquisition of Intra‑Cellular Therapies, Inc.

On January 13, 2025, Johnson & Johnson and Intra‑Cellular Therapies, Inc. announced that they have entered into a definitive agreement under which Johnson & Johnson will acquire all outstanding shares of Intra‑Cellular Therapies, a biopharmaceutical company focused on the development and commercialization of therapeutics for central nervous system (CNS) disorders, for $132 per share in cash for a total equity value of approximately $14.6 billion. Cravath is representing Johnson & Johnson in connection with the transaction.

Deals & Cases

December 20, 2023

Aon’s $13.4 Billion Acquisition of NFP

On December 20, 2023, Aon plc (“Aon”), a leading global professional services firm, announced the signing of a definitive agreement to acquire NFP, a leading middle‑market property and casualty broker, benefits consultant, wealth manager and retirement plan advisor, from funds affiliated with NFP’s main capital sponsor, Madison Dearborn Partners, and funds affiliated with HPS Investment Partners. Under the terms of the transaction, Aon will acquire NFP for a total consideration estimated to be $13.4 billion at the time of close, which will be funded by $7 billion of cash and $6.4 billion of Aon stock. Cravath is representing Aon in connection with the transaction.

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