Victor I. Lewkow

Partner

New York
T: +1 212 225 2370
F: +1 212 225 3999
vlewkow@cgsh.com

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Victor I. Lewkow is a partner based in the New York office.

Mr. Lewkow's practice focuses on public and private merger and acquisition transactions.  He also advises corporations and their boards regarding governance issues and the fiduciary duties of directors.

The American Lawyer has named Mr. Lewkow as a "Dealmaker of the Year."  Mr. Lewkow is consistently listed as one of the leading merger and acquisition lawyers by Chambers Global and Chambers USA, which lists him in Band 1 and quotes clients as stating that he "gets right to the heart of a deal," "is 'terrific' to work with" and is "a balanced adviser with great judgment."  The Legal 500 US lists him as one of their eleven "Leading Lawyers" in M&A and quotes clients as saying that he is "a tremendous lawyer, with great M&A experience.  He has amazing judgment – second to none.  You want him on your side in a negotiation."  Mr. Lewkow is similarly listed as one of the leading merger and acquisition lawyers by numerous other publications including Euromoney's Guide to the World's Leading Mergers and Acquisitions Lawyers, The International Who's Who of Business Lawyers, PLC Which Lawyer? Yearbook and The Best Lawyers in America.  Mr. Lewkow has also been recognized as a leading corporate governance lawyer by Euromoney's Best of the Best USA and Guide to the World's Leading Corporate Governance Lawyers, The International Who's Who of Business Lawyers and PLC Which Lawyer? Yearbook.  He is also one of America's leading lawyers according to Lawdragon 500.

Mr. Lewkow is Co-Chair of Tulane's Corporate Law Institute, the leading annual seminar for U.S. merger and acquisition lawyers, and is a regular speaker at the Practicing Law Institute's annual Contests for Corporate Control seminar.  Mr. Lewkow is widely published on merger and acquisition, fiduciary duty and corporate governance topics and he is a member of the Editorial Advisory Board of The M&A Lawyer.  He is the author of the Corporate and Securities Law chapter in the Manual of Foreign Investment in the United States, Third Ed. 2004.  His recent articles include, "'Continuing Director' Change In Control Provisions After Amylin," The M&A Lawyer, June 2009; "Director Liability in the Sale Process," New York Law Journal, Nov. 17, 2008; "Left at the Altar: Creating Meaningful Remedies for Target Companies," The M&A Lawyer, October 2007; "US Best-Price Rule - Return of the Tender Offer," IFLR, January 2007; "Revlon Duties 'R' Us," The M&A Lawyer, September 2005; "The Embattled Poison Pill," Insights, April 2005; and "Reflections on the Disney Decision," The M&A Journal, 2005.  Mr. Lewkow has taught mergers and acquisitions as an Adjunct Professor at New York University School of Law and has also been a guest lecturer at Harvard, Yale and the University of Pennsylvania law schools.

Mr. Lewkow's matters include representation of:
  • BHP Billiton in connection with its $40 billion all-cash offer to acquire Potash Corporation of Saskatchewan

  • Prudential plc in its proposal to acquire AIG's Asia Pacific subsidiary, AIA Group Limited (U.S. counsel)

  • Barclays Capital in the purchase of Lehman Brothers' U.S. and Canadian investment banking and capital markets businesses

  • XL Capital in its proposed redomestication from the Cayman Islands to Ireland through a Scheme of Arrangement

  • The Hartford Financial Services Group in connection with a $2.5 billion capital investment by Allianz

  • TPG Capital in its investment in Armstrong World Industries

  • LS Cable in its $1.1 billion acquisition of Superior Essex

  • Hewlett-Packard in its $13.9 billion acquisition of EDS

  • GlaxoSmithKline in its acquisitions of Sirtris Pharmaceuticals, Praecis Pharmaceuticals, CNS and Corixa

  • SABMiller in its joint venture with Molson Coors Brewing Company to combine their U.S. operations

  • Medtronic, Inc. in its $3.9 billion acquisition of Kyphon

  • Banco Bilbao Vizcaya Argentaria (BBVA) in its $9.1 billion acquisition of Compass Bancshares

  • Euronext NV in its merger-of-equals with NYSE Group Inc. to create the first transatlantic securities exchange company

  • Capital One Financial in its $14.6 billion acquisition of North Fork Bancorporation and its $4.8 billion acquisition of Hibernia Corporation

  • Breeden Partners L.P., headed by former SEC Chairman Richard Breeden, in its successful proxy contest to elect three directors of H&R Block

  • Doral Financial Corporation in its recapitalization involving the issuance of 90% of Doral's common stock to a newly-formed bank holding company established by a number of private equity, hedge fund and other institutional investors

  • PeopleSoft in responding to Oracle's unsolicited tender offer and in the negotiation of PeopleSoft's acquisition at a price 65% above Oracle's initial bid

  • Kroll in its acquisition by Marsh & McLennan

  • HSBC in its acquisitions of Household International, Republic New York Corporation and Bank of Bermuda

  • South African Breweries plc in its acquisition of Miller Brewing to create SABMiller

  • Synopsys Inc. in its acquisitions of Avant! Corporation and Numerical Technologies

  • Sensormatic Electronics in its sale to Tyco.

Mr. Lewkow joined the firm in 1973 and became a partner in 1982.  He received a J.D. degree, magna cum laude, in 1973 from the University of Pennsylvania Law School, where he was Comment Editor of the Law Review.  Mr. Lewkow received an undergraduate degree from SUNY Binghamton.

Mr. Lewkow is a member of the Bar in New York and is admitted to practice before the U.S. Supreme Court, the U.S. Court of Appeals for the Second Circuit, and the U.S. District Courts for the Southern and Eastern Districts of New York.

Honors and Distinctions

The American Lawyer - Dealmaker of the Year.

Chambers Global - Corporate/M&A.

Chambers USA - Corporate/M&A.

Euromoney's Best of the Best USA - Corporate Governance.

Euromoney's Expert Guides - Mergers & Acquisitions. Corporate Governance.

The International Who's Who of Business Lawyers
- Mergers & Acquisitions. Corporate Governance.

The Best Lawyers in America - Banking Law. Mergers & Acquisitions Law.

The Legal 500 US - Mergers, Acquisitions and Buyouts.

PLC Which Lawyer? Yearbook - Mergers & Acquisitions. Corporate Governance.

Education

  • University of Pennsylvania Law School
    (J.D., 1973)
  • State University of New York at Binghamton
    (B.A., 1970)

Bar Admissions

New York - 1974

Areas of Law

Industries

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