Gordon S. Moodie
Gordon Moodie is a partner in the Corporate Department of Wachtell, Lipton, Rosen & Katz. Gordon focuses on mergers and acquisitions, corporate governance and securities law matters, and represents public and private companies in a variety of industries and transactions, including domestic and cross-border mergers and acquisitions, spin-offs, divestitures, IPOs, securities law matters and corporate governance.
Gordon’s M&A transactions include representing MSG Entertainment in its combination with MSG Networks; Pfizer in the $48 billion combination of Upjohn and Mylan; Hexcel Corporation in its announced combination with Woodward Corporation; Apollo Global Management in numerous transactions, including its acquisition of Presidio and sale of Presidio to BC Partners; Michael Dell in the $67 billion combination of Dell and EMC and the $24 billion acquisition of Dell; Lions Gate Entertainment in numerous transactions, including its merger with Starz and acquisition of Summit Entertainment; FMC Corporation in its acquisition of a significant portion of DuPont’s crop protection business and simultaneous sale to DuPont of its Health and Nutrition Business, its $1.8 billion acquisition of Cheminova and the $1.6 billion sale of its Alkali chemical business; Tim Hortons in its $12 billion combination with Burger King; Saks Inc. in its $2.9 billion sale to Hudson’s Bay; Kennedy-Wilson Holdings in its $1.9 billion acquisition of Kennedy Wilson Europe Real Estate PLC; and Newmont Mining in its $10 billion acquisition of Goldcorp.
Gordon also advises companies in connection with shareholder activism, including in situations involving Elliott Management, Carl Icahn, Starboard, Trian and many others; assists boards of directors and executive teams on self-assessments and corporate governance; represents family offices in connection with investments and transactions; and has worked with growth companies in connection with financings, initial public offerings and other transactions.
Gordon received a Bachelor of Commerce from Queen’s University, graduating first in his class, and a J.D. from Harvard Law School, graduating magna cum laude and winning the Victor Brudney Prize. Gordon is a “highly regarded lawyer” by IFLR1000 and a member of the New York State Bar Association.
- Cross-Border M&A – 2022 Checklist for Successful Acquisitions in the United States,
in Harvard Law School Forum on Corporate Governance and Financial Regulation, January 22, 2022.
- Cross Border M&A - 2019 Checklist for Successful Acquisitions in the United States,
in Harvard Law School Forum on Corporate Governance and Financial Regulation, January 30, 2019.
- Cross-Border M&A -- 2018 Checklist for Successful Acquisitions in the United States,
in Columbia Law School’s Blog on Corporations and the Capital Markets, January 10, 2018.
- Implementation of a Forum Selection Bylaw,
in Bank and Corporate Governance Law Reporter Volume 50 Number 6, August 2013.
- Rights Plans: 25 Years Later, Still the Most Effective Defense,
in Insights Volume 26 Number 4, April 2012.
- Understanding RiskMetrics Compensation "GRId",
in The Harvard Law School Forum on Corporate Governance and Financial Regulation, June 1, 2010.
- Understanding RiskMetrics Shareholder Rights "GRId",
in The Harvard Law School Forum on Corporate Governance and Financial Regulation, May 25, 2010.
- Court Upholds Exclusion of 14a-8 Proposal for Deficient Proof of Stock Ownership,
in The Harvard Law School Forum on Corporate Governance and Financial Regulation, March 12, 2010.
- SEC Charges Investment Adviser for Proxy Voting Rule Violations,
in Bank and Corporate Governance Law Reporter Volume 42 Number 5, July 2009.