Spencer L. (Jerry) Harrison chairs the firm's Employee Benefits and Executive Compensation practice and advises clients on all aspects of employee benefits and executive compensation.
Executive Compensation: Jerry regularly counsels public and private companies, compensation committees, chief executive officers and other senior corporate executives in the negotiation and structuring of executive employment and severance agreements, change of control and retention agreements, equity compensation plans, "profits interest" plans, deferred compensation plans and rabbi trust arrangements. He has also represented management teams in private equity deals and in other merger and acquisition transactions.
Employee Benefits: Jerry regularly counsels large and medium-size employers on broad-based employee benefit plans, including the design, implementation, drafting and operating of qualified and nonqualified retirement plans, profit sharing, 401(k), employee stock ownership and stock bonus plans, as well as health and other welfare plans. He has extensive experience in the benefits aspects of mergers and acquisitions and corporate financings and restructurings. He also advises tax-exempt organizations on compensation and benefits issues, including those applying to Section 403(b) plans and Section 457 arrangements.
Federal Taxation: Jerry regularly counsels clients on the tax aspects of domestic and international mergers, acquisitions, joint ventures and corporate finance. Also, Jerry represents clients on tax planning projects and disputes with federal and state taxing authorities. Jerry regularly counsels not-for-profits.
Member, American Bar Association (Taxation Section)
Representation of CBS Corp. in connection with its merger with Viacom Inc. in an all-stock deal worth $30 billion
Representation of private equity firm Platinum Equity in its pending acquisition of Wesco Aircraft Holdings
Representation of the founder and CEO of United Family Healthcare, Roberta Lipson, in connection with the $1.44 billion sale of the Chinese private hospital operator and healthcare provider to New Frontier Corp., a Hong Kong-based investment vehicle
Representation of the Independent Directors of Ironwood Pharmaceuticals, Inc. in connection with the public spinoff of Cyclerion Therapeutics, Inc. and related sponsor $175 million equity financing
Representation of Chiltern International Ltd. in its sale to diagnostics company Laboratory Corp. of America Holdings for $1.2 billion
Representation of Madison Square Garden in its acquisition of a controlling stake in Counter Logic Gaming, a premier esports organization
Representation of Greenbriar Equity Group LLC in its sale of transportation management firm Transplace Holdings LLC to TPG Capital
Representation of Brambles Ltd. in the sale of its North American
recycled pallets business to private equity firm Grey Mountain Partners
Representation of Wafra Capital in its acquisition of Oxford Finance
Representation of Wipro in its acquisition of U.S.-based cloud services company Appirio for $500 million and business process as a service provider HealthPlan Services for $460 million
MediaNews Group: Billion-dollar deal with The McClatchy Co. and Hearst by which MediaNews acquired four newspapers formerly owned by Knight-Ridder
Commercial Plastics & Supply Co. Inc.: Sale of operations to GE Plastics, a division of General Electric Co.
Representation of ARCO Chemical Co. in the $565 million acquisition of Olin Corp.'s chemical division
Representation of Liechtenstein Global Trust in the sale of its asset management division to Amvescap for $1.3 billion
Representation of SGS Societe Generale in the sale of GAB Robins to Brera for $165 million
Representation of Alstomas purchaser in a stock acquisition of SASIB SpA for $280 million
Representation of Allied Signal (Honeywell) in the sale of its laminate systems business
Representation of Arsia Therapeutics in its sale to Eagle Pharmaceuticals
Representation of Coopers & Lybrand LLP in the acquisition of Kwasha Lipton
Representation of Knight-Ridder Inc. in its $1.65 billion acquisition of four newspapers from The Walt Disney Co.
Representation of NWA Inc., a subsidiary of Northwest Airlines Corp., in its purchase of a commuter airline, Express Airlines I Inc.
Representation of TheStreet.com in connection with its initial organization and venture capital financings