Ethan A. Klingsberg is a partner based in the New York office. His practice comprises M&A, public company board of directors and corporate and SEC matters.
Mr. Klingsberg has been named a "BTI Client Service All-Star" for superior client service based on BTI’s survey of general counsels of the Fortune 1000 and "Most Valuable Practitioner" in M&A by Law360
. He received a 2007 Burton Award for Legal Achievement from the Law Library of Congress for writing on fiduciary duties.
Mr. Klingsberg’s recent clients have included The Home Depot, Google, Goldman Sachs, Family Dollar Stores, Alpha Natural Resources, Stanley Black & Decker, Kindred Healthcare, Timken Co., Western Digital, Agilent Technologies, Stora Enso, FEMSA and CVC International.
He has represented committees of independent directors at TerraForm Power, Interactive Data Corp, Higher One Holdings, Syntel, Trans World Entertainment, and UGC Europe. He has also been involved as counsel to a principal or financial advisor in a number of high profile, conflict M&A transactions, including a number where companies engaged in M&A transactions with their controlling stockholders or management:
- UnitedGlobalcom/UGC Europe
- Cox Enterprises/Cox Communications
- Newscorp/Fox Entertainment
- Alfa Mutual/Alfa Corporation
- American Bioscience/American Pharmaceutical Partners (Abraxis Bioscience)
- Reckson Realty Associates/SL Green/Reckson Management
- MBOs of Kinder Morgan and Aramark
- Renova/Moscow Cablecom
- Internalization of Gramercy Capital Corp
- Liberty Media/Liberty Entertainment/DirecTV
- The Coca-Cola Company/Coca-Cola Enterprises
- DSW/Retail Ventures
- CNA Financial/CNA Surety
- EBay/GSI Commerce/GSI Management
Notable recent transactions include representing Family Dollar in its $9.2 billion cash and stock acquisition by Dollar Tree, Google in its acquisition of Motorola Mobility and its divestitures of Motorola’s mobile devices business to Lenovo and Motorola’s "Home" business to Arris for $2.35 billion, Kindred Healthcare in its unsolicited tender offer (and threatened proxy contest) to acquire Gentiva Health Services and in the subsequent friendly, negotiated agreement to acquire Gentiva for $1.8 billion and in numerous other M&A matters, Agilent in its acquisition of Dako, Stanley Black & Decker in its successful topping tender offer to acquire Niscayah, sale of the Hardware & Home Improvement business and numerous other M&A matters, the Special Committee of Interactive Data Corp in the company’s $3.4 billion LBO by a private equity consortium (the largest LBO of 2010), The Home Depot in its acquisitions of Red Beacon, BlackLocus, Hughes Supply, and all of the company’s other major acquisitions, Alpha Natural Resources in its $8.5 billion cash/stock merger with Massey Energy as well as its merger with Foundation and receipt of a large termination fee from Cleveland Cliffs Natural Resources, CVCI in its LBOs of Ness Technologies and Keane, Stora Enso in the $2.5 billion leveraged sale of its North American operations, and Google in its acquisitions of AdMob, Admeld, Wildfire, ITA Software, and Waze.
In addition, he regularly represents major U.S. investment banking firms, including in connection with a number of raid defense assignments.
He is recognized as a leading corporate lawyer in Chambers USA
, IFLR 1000: The Guide to the World’s Leading Financial Law Firms
, Expert Guide to the World’s Leading M&A Lawyers
, The Legal 500 U.S., The Best Lawyers in America, Who’s Who Legal: Corporate – M&A and Governance
and Lawdragon 500: Leading Lawyers in America
Mr. Klingsberg writes for Corporate Board Member
, Directors Monthly
, ABA Business Law
, M&A Lawyer
, Deal Lawyers
, The M&A Journal
and was interviewed in a video for The New York Times – Deal Book
. His recent speaking engagements include a seminar on managing director conflicts for the annual meeting of the Society for Corporate Secretaries and Governance Professionals, PLI’s annual “Going Private – Doing the Deal Right” seminar, a Bloomberg seminar on M&A and conflicts faced by financial advisors, a Conference Board seminar on how a board should manage hedge fund insurgencies, and the City Bar Association’s Annual Institute on M&A.
Mr. Klingsberg joined the firm in 1994 and became a partner in 2001. He received a J.D. degree in 1989 from Yale Law School, where he was the Book Reviews and Comments Editor of The Yale Law Journal
. He received an undergraduate degree, magna cum laude
, from the University of Pennsylvania in 1985. Prior to joining the firm, Mr. Klingsberg served as a law clerk for the Honorable Robert P. Patterson, Jr. of the U.S. District Court for the Southern District of New York and developed and participated in law reform projects in Eastern Europe under the auspices of the Soros Foundation.
Mr. Klingsberg is a member of the Bar in New York and admitted in the Southern District of New York.