Emily D. Johnson


Emily D. Johnson

Emily’s practice focuses on all financing aspects of complex corporate transactions, including mergers, acquisitions, divestitures and spin-offs.  She partners with clients to design capital structures that weather the ups and downs in the business cycle while providing market-leading flexibility to business decisionmakers.  Her experience includes both the investment grade and leveraged markets, as well as bank and direct lending financings and capital markets transactions. She also advises buyers, sellers, investors and creditors in distressed acquisitions, divestitures and restructurings.

Emily is widely acknowledged for her expertise in financing matters.  She has recently been ranked as one of the top two financing lawyers in North America by MergerLinks, and has been named as a leading banking and finance lawyer by Chambers.  She has been recognized by Lawdragon as one of the 500 leading lawyers in America.  Emily was selected for Bloomberg Law‘s 2023 “They’ve Got Next: The 40 Under 40” awards and has been named a Young Lawyer of the Year Finalist by The American Lawyer.  She has also been recognized by Expert GuidesLaw360New York Law Journal and Super Lawyers.

Emily actively participates in the community and has a vibrant pro bono practice.  She serves on the board of Her Justice, an organization that provides free legal services to low-income women in family law and domestic violence-related immigration matters in New York City.   Additionally, Emily co-chairs a subcommittee of the New York State Attorney General’s Pro Bono Task Force for Reproductive Health.  She also serves as pro bono counsel for the Partnership Fund for New York City as it invests in for-profit and non-profit ventures that create jobs in underserved and diverse communities.  Emily has been a Lecturer in Law at Columbia Law School and regularly guest lectures at Duke University School of Law.  She has been a David Rockefeller Fellow for the Partnership for New York City and Leadership Counsel on Legal Diversity Fellow.

Significant transactions include, among others:

  • RTX Corporation (formerly United Technologies) in its separation into three public companies, its $120 billion merger of equals with Raytheon Company, its $30 billion acquisition of Rockwell Collins, its $18 billion acquisition of Goodrich, its sale of its Mission Critical and Cybersecurity businesses and numerous bank and bond financings;
  • Diamondback Energy in its $26 billion merger with Endeavor Energy Resources;
  • Hewlett Packard Enterprise in its $14 billion acquisition of Juniper Networks, its $8.8 billion Reverse Morris Trust transaction merging its software business into Micro Focus International, and its $1.3 billion acquisition of Cray;
  • Hess Corporation in its $53 billion acquisition by Chevron Corporation;
  • Capri Holdings, owner of Versace, Jimmy Choo and Michael Kors, in its $10 billion sale to Tapestry, owner of Coach, Kate Spade and Stuart Weitzman;
  • Global Payments in its acquisition of EVO Payments, the sale of its NetSpend consumer business, its $1.5 billion strategic investment from Silver Lake Partners and its $45 billion merger with Total System Services and numerous bank and bond financings;
  • Michael Jordan in his sale of the Charlotte Hornets to a group led by Gabe Plotkin and Rick Schnall;
  • IAC/InterActiveCorp in many transactions, including Dotdash’s acquisition of Meredith Corporation’s National Media Group, the spin-off of Vimeo Technologies, Inc., the separation of Match Group, Inc. from IAC’s remaining businesses, the combination of its HomeAdvisor business with Angie’s List, the design and issuance of bespoke exchangeable securities, and numerous bank and bond financings;
  • PENN Entertainment in its exclusive strategic alliance with ESPN for U.S. online sports betting, its $2 billion acquisition of theScore, liquidity-enhancing transactions in response to the Covid-19 pandemic, its $345 million convertible notes issuance, its investment in Barstool Sports, its $2.8 billion acquisition of Pinnacle Entertainment, the separation of its real estate assets into Gaming and Leisure Properties, the first gaming-focused REIT and numerous bank and bond financings;
  • Otis Worldwide in its acquisition of Zardoya Otis and various bank financings and euro, yen and dollar bond offerings;
  • Fanatics in its acquisition of Topps, the design of its capital structure and numerous bank financings;
  • Coherent (formerly ii-vi) in its sale of a 25% non-controlling interest in its Silicon Carbide business, its acquisition of Coherent and related bank and bond financings;
  • SoFi Technologies, Inc. in its merger with Social Capital Hedosophia, its acquisition of Golden Pacific Bancorp and bank and convertible bond financings;
  • Cigna in its $3.7 billion sale of its Medicare Advantage, Cigna Supplemental Benefits, Medicare Part D and CareAllies businesses to Health Care Service Corporation, its acquisition of MDLive, its strategic partnership with, and significant minority investment in, CarePathRx Health Systems Solutions, its $5.75 billion sale of certain assets to Chubb and its $67 billion acquisition of Express Scripts;
  • WESCO International in its $4.5 billion acquisition of Anixter International;
  • PDC Energy in its $1.7 billion acquisition of SRC Energy and sale to Chevron Corporation;
  • TD Ameritrade in its Strategic Development Committee in its $26 billion merger with Schwab and its $4 billion acquisition of Scottrade and numerous bank and bond financings;
  • Verizon in its $130 billion acquisition of Vodafone Group’s 45% stake in Verizon Wireless and its $4.8 billion acquisition of Yahoo!’s operating business and numerous bank financings;
  • Searchlight Capital Partners in its $2 billion acquisition of Mitel Networks Corporation;
  • STERIS Corporation in its $1.9 billion acquisition of Synergy Health and numerous bank and private placement financings; and
  • Josh Harris and David Blitzer in their acquisition of the Philadelphia 76ers.

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