Gregory E. Ostling
Gregory E. Ostling is a corporate partner at Wachtell, Lipton, Rosen & Katz. He focuses primarily on mergers and acquisitions, securities transactions, shareholder activism defense and corporate governance.
Greg has repeatedly been recognized as a leading lawyer by, among others, American Lawyer, AmLaw Daily and Super Lawyers magazines, and is listed in Lawdragon’s 500 Leading Lawyers of America. He is chairman of the International Mergers & Acquisitions/Joint Venture Committee of the New York State Bar Association, and frequently speaks on international panels regarding current trends in mergers and acquisitions and corporate governance.
Greg has advised a broad range of public and private companies and financial sponsors in the United States and abroad in a variety of industries, including:
- Actelion in its $30 billion sale to Johnson and Johnson
- Genzyme’s Independent Board of Directors in its response to an unsolicited takeover bid by Sanofi-Aventis and in the subsequent $20 billion negotiated sale to Sanofi-Aventis
- Medivation in its $14.6 billion acquisition by Pfizer
- Idorsia in its CHF 330 million equity offering
Oil and Gas/Energy
- Anadarko in its $60 billion sale to Occidental
- Spectra Energy in its $28 billion merger with Enbridge
- Halliburton in its proposed $28 billion acquisition of Baker Hughes
- ConocoPhillips in its pending $13 billion acquisition of Concho Resources, $15 billion joint venture with EnCana Corporation, $5 billion joint venture with Origin Energy, and the $20 billion spin-off of the company’s Refining & Marketing businesses
- Mirant in its $3.1 billion merger with RRI Energy
- Powersecure in its $425 million sale to Southern Company
- United American Energy in its sale to DLJ Merchant Banking Partners
- MeadWestvaco Corporation in its $16 billion merger with RockTenn, its $1 billion spin/merger of its Consumer & Office Products business with ACCO Brands Corporation and its $1.5 billion sale of US timberlands to and development joint ventures with Plum Creek and against an activist campaign by Starboard Value
- Alcoa in its $14 billion purchase with the Aluminum Corporation of China of an interest in Rio Tinto
- Cooper Industries plc in its reincorporation to Ireland and its $11.8 billion sale to Eaton
- Dresser-Rand in its $7.6 billion acquisition by Siemens
- Centex in its $3.1 billion sale to Pulte Homes
- WestRock in its $2.5 billion spin-off of its Specialty Chemicals business
- W.R. Grace & Co. in its $2 billion spin-off of its Construction Products business and its agreement with 40 North to add two directors to the board
- GCP Applied Technologies in its $1.05 billion sale of Darex Packaging Technologies to Henkel and against activist campaigns by Starboard Value
- Steward & Stevenson in its $800 million sale to Armor
- LSB Industries against activist campaigns by Starboard Value and Engine Capital
- Phillips-Van Heusen in its $2.9 billion acquisition of the Warnaco Group, $3 billion acquisition of Tommy Hilfiger, acquisition of the Arrow brand and various securities offerings
- Office Depot in its $1 billion acquisition of CompuCom
- Pinault Printemps-Redoute in its $1 billion divestiture of its Contract Stationery Business to Office Depot
Media and Entertainment
- Gaming and Leisure Properties in its $5.1 billion acquisition of Pinnacle Entertainment’s real estate assets
- Knight Ridder against an activist campaign by Private Capital Management and in the subsequent $4.5 billion negotiated sale to The McClatchy Company
- Penn National Gaming in its $2.8 billion acquisition of Pinnacle Entertainment, $575 million divestiture transaction with Boyd Gaming and its $315 million sale-leaseback with Gaming and Leisure Properties
- The National Geographic Society in its $725 million expansion of its media joint venture with 21st Century Fox
- Joshua Harris and David Blitzer in their $320 million acquisition of The New Jersey Devils and the lease to the Prudential Center
- Rodale in its $205 million sale to Hearst
- AT&T in its sale of The Salt Lake Tribune to MediaNews
- IFILM in the sale of its OTX business to an investor group
- Martha Stewart Living in its acquisition of The Wedding List
- AG Edwards in its $7 billion acquisition by Wachovia
- Marsh & McLennan in its $6.4 billion acquisition of Jardine Lloyd Thomson and its $1.2 billion sale of Kroll to Altegrity
- Aspen Insurance against a $3.2 billion hostile takeover bid by Endurance
- RenaissanceRe in its $1.5 billion acquisition of Tokio Millenium Re and its $1.9 billion acquisition of Platinum Underwriters
- Various clients, including the New York Stock Exchange, for potential listing on the Shanghai Stock Exchange and the development of a PRC International Board for non-PRC companies
- Mountainbank Financial in its sale to The South Financial Group
- AT&T in its $44 billion merger with MediaOne, its $5 billion acquisition of IBM’s Global Network Business, its $1.7 billion acquisition of Vanguard Cellular Systems, its $11 billion offer of AT&T Wireless tracking stock, its transfer of cable systems with Comcast and its acquisition of an interest in Net2Phone
- Motorola against activist campaigns by Carl Ichan, and its initial public offering/spin-off of Freescale Semiconductor and spin-off of Motorola Mobility
- Instinet in its $1.9 billion sale to Nasdaq and its $174 million sale of Lynch, Jones and Ryan to The Bank of New York
- Apollo in its $27.8 billion buy-out of Harrah’s Entertainment with Texas Pacific Group and sale of Pallecon
- Goldman Sachs, AIG, Carlyle and Riverstone in their $22 billion buy-out of Kinder Morgan
- Hellman & Friedman in its acquisition of Blackbaud and LPL Financial Services
Greg received an A.B. in Political Science from Columbia University’s Columbia College in 1991, where he was awarded the Leonard J. Pullman Memorial Prize for outstanding scholarship and service, and an M.A. in Educational Theory from Columbia University’s Teachers College in 1992. He received a J.D. from the Columbia University’s School of Law in 1998, where he was a James Kent Scholar, a Harlan Fiske Stone Scholar and a Teaching Fellow. Greg is involved with a number of civic institutions, including as a Trustee of the Collegiate School. Prior to law school, Greg was a teacher in China and a semi-professional soccer player. He lives in Manhattan with his wife and three sons.
- Spin-Off Guide - 2021,
in Harvard Law School Forum on Corporate Governance, June 15, 2021.
- Proxy Access Proposals for the 2015 Proxy Season,
in The Harvard Law School Forum on Corporate Governance and Financial Regulation, November 7, 2014.
- Spin-Offs: The Decision to Separate and Considerations for the Board,
in Practical Law The Journal, September 2014.
- Leveraged Acquisitions: A New Post-Credit Crisis Structure,
in Deal Lawyers, July/August 2010.
- Protecting Corporations' Tax Assets Through Shareholder Rights Plans,
in Bank and Corporate Governance Law Reporter, Volume 42 Number 1, March 2009.