Gordon S. Moodie
Gordon Moodie is a partner in the Corporate Department of Wachtell, Lipton, Rosen & Katz, focusing primarily on mergers and acquisitions, corporate governance and securities law matters. Mr. Moodie has represented public and private companies in a variety of industries and transactions, including domestic and cross-border mergers and acquisitions, divestitures, spin-offs, initial public offerings, securities law matters and corporate governance.
Representative transactions include:
- Pfizer in the $48 billion combination of Upjohn with Mylan
- Michael Dell in the $67 billion combination of Dell and EMC and the $24.5 billion acquisition of Dell
- Lions Gate Entertainment in its merger with Starz, its acquisition of Summit Entertainment and in its successful proxy contest against Carl Icahn
- The Board of Directors of Genesee & Wyoming in its $8.4 billion sale to affiliates of Brookfield Infrastructure and GIC
- Presidio in its $2.1 billion sale to BC Partners, initial public offering and strategic acquisitions
- XO Group in its $933 million merger with Wedding Wire
- Newmont Mining in its $10 billion acquisition of Goldcorp
- Newfield Exploration Company in its $5.5 billion sale to Encana Corporation
- Square in its initial public offering
- Leap Wireless in its $1.2 billion acquisition by AT&T
- CST Brands in the $4.4 billion merger with Alimentation Couche-Tard
- Tim Hortons in its $12 billion combination with Burger King
- Saks Incorporated in its $2.9 billion acquisition by Hudson’s Bay Company
- FMC Corporation in the acquisition of a significant portion of DuPont’s crop protection business and simultaneous sale to DuPont of FMC’s Health and Nutrition business; the $1.8 billion acquisition of Cheminova; and the $1.6 billion sale of its Alkali chemical business to Tronox
- Texas Industries in its $2.7 billion combination with Martin Marietta
- Cabot Corporation in its $1.1 billion acquisition of Norit N.V.
- Rohm and Haas in its $18 billion sale to Dow Chemical
- Airgas in successfully defending against a $5.8 billion hostile takeover bid by Air Products and Chemicals
- Kennedy-Wilson Holdings, Inc. in its $1.9 billion acquisition of Kennedy Wilson Europe Real Estate Plc
- Smurfit-Stone Container in its $3.5 billion merger with RockTenn Company
- Duke Energy in its $32 billion merger with Progress Energy
Mr. Moodie 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.
Mr. Moodie is a member of the New York State Bar Association.
- 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.