SCOTT R. WILLIAMS is a partner in the Mergers and Acquisitions practice group in the Chicago office. Scott has played a significant role in merger and acquisition transactions with an aggregate value in excess of $200 billion. Some of his recent representations include:
- MTS Systems Corporation in connection with its sale to Amphenol Corporation for US$58.50 per share and an enterprise value of US$1.7 billion
- Publicly traded Navigant Consulting, Inc. in connection with its $1.1 billion sale to Guidehouse LLP, a portfolio company of Veritas Capital Fund Management LLC
- A special committee of the board of directors of Coty, Inc. in reviewing a $1.75 billion tender offer by an affiliate of JAB Partners
- The Western Union Company in connection with the $750 million sale of its SpeedPay business
- Jones Lang LaSalle in connection with the $2 billion acquisition of publicly traded HFF, Inc.
- Funds managed by affiliates of Apollo Global Management LLC in connection with the $2.6 billion acquisition of publicly traded Aspen Insurance Holdings Ltd.
- Navigant Consulting, Inc. in connection with the $470 million sale of its Disputes, Forensics and Legal Technology and Transaction Advisory Services businesses
- Publicly traded KapStone Paper and Packaging Corporation in its $4.9 billion sale to WestRock Company
- GSO Capital Partners in connection with its $2.4 billion acquisition of publicly traded NewStar Financial Inc.’s loan portfolio and the related acquisition by First Eagle Investment Management of NewStar
- Publicly traded Cabela’s Incorporated in connection with its $5 billion sale to Bass Pro Group and the related $2 billion sale of its credit card portfolio
- Markel Corporation in its $920 million acquisition of publicly traded State National Companies Inc.
- Publicly traded Care Capital Properties Inc. in connection with its approximate $7.5 billion combination with Sabra Health Care REIT, Inc.
- Coty, Inc. in its $600 million majority equity investment in Younique LLC, a direct marketing cosmetics company
- Walgreens Boots Alliance, Inc. in connection with its proposed $950 million sale of certain retail stores to Fred’s, Inc. (terminated)
- Ardent Health Services in connection with its acquisition of LHP Hospital Group, Inc.
- Publicly traded United Holdings Insurance Corporation in connection with its strategic combination with American Costal Insurance Company, a combination that created a $1 billion premium company and one of the leading CAT writers in the United States
- Exelon Corporation in connection with its acquisition of the James A. FitzPatrick Nuclear Power Plant
Other notable transactions in which Scott has played a significant role include:
- Publicly traded Con-way Inc. in its $3 billion sale to XPO Logistics, Inc.
- BorgWarner Inc. in its $1.2 billion acquisition of publicly traded Remy International Inc.
- Publicly traded Sigma-Aldrich Corporation in its $17 billion sale to Merck KGA.
- Apollo Capital Management, L.P. in connection with the structuring and capitalizing of a $1.5 billion commercial lending company.
- CorePharma in its $700 million sale to Impax Laboratories, Inc.
- Publicly traded Meadowbrook Insurance Group, Inc. in its $450 million sale to Fosun International
- Ingredion Corporation in connection with its $340 million acquisition of publicly traded Penford Corporation
- Brunswick Corporation in connection with the $270 million sale of its North American retail bowling center business to Bowlmor AMF.
- Catamaran Corporation in a number of transaction, including its $13.5 billion sale to UnitedHealth Group, its $4 billion acquisition of publicly traded Catalyst Health Solutions, Inc. and the related debt and equity financings and its $143 million acquisition of publicly traded National Medical Health Card Systems, Inc.
- Walgreens Boots Alliance in a number of transactions, including its $438 million acquisition of the USA Drug drugstore business and its $409 million acquisition of publicly traded drugstore.com.
- R.R. Donnelley & Sons Company in a number of transactions, including its acquisition of publicly traded Courier Corporation, its acquisition of publicly traded EDGAR Online, its acquisition of Helium, Inc., its $122 million acquisition of Pro Line Printing, Inc. and its $122 million acquisition of Cardinal Brands, Inc.
- The Hillshire Brands Company in several transactions, including its sale of its U.S. Fresh Bakery Business, its sale of its Spanish Fresh Bakery Business, its acquisition of Aidells Sausage Company and its $550 million sale of its international Direct Selling Business.
- Exelon Corporation in its $14.2 billion unsolicited exchange offer for NRG Energy, Inc. and the related proxy contest.
- Alberto-Culver in its $3.7 billion sale to Unilever.
- Discover Financial Services in connection with its $600 million acquisition of publicly traded The Student Loan Corporation.
- Discover Financial Services in its $15 billion spinoff from Morgan Stanley
- First Data Corporation in its $29 billion sale to KKR
- First Data Corporation in its $18 billion spinoff of The Western Union Company, including the related debt-for-debt exchange and other financings
- Alberto-Culver Company in its “sponsored spinoff” of its Sally Beauty/BSG Distribution Business in which Alberto-Culver separated from its Sally/BSG Distribution Business, Sally/BSG paid a $25 per share dividend to Alberto-Culver’s stockholders and an investment vehicle formed by a fund managed by Clayton, Dubilier & Rice invested $575 million in Sally/BSG, reflecting a value for Sally/BSG of approximately $3 billion
- Equity Office Properties Trust in its $39 billion sale to The Blackstone Group
- Exelon Corporation in its attempted $26 billion acquisition of Public Service Enterprise Group Incorporated
- Tellabs, Inc. in its $1.5 billion acquisition of publicly traded Advanced Fibre Communications, Inc.
Scott regularly advises publicly-traded companies on governance matters. These assignments include activist defense, including the following recent assignments:
- Apogee Enterprises Inc. in connection with its activist defense against Engaged Capital
- Navigant Consulting, Inc. in connection with its proxy contest defense against Engine Capital
- Cabela’s in connection with its activist defense against Elliott Management
- PulteGroup, Inc. in connection with its activist defense against Elliott Management
Scott also has experience representing debtors and creditors in reorganizations both in and out of bankruptcy, including representing:
- Deutsche Bank in connection with the $1 billion plus reorganization of Station Casinos.
- Fronton Holdings in connection with its acquisition of the assets of Florida Gaming Centers.
- General Electric in the reorganization of Malden Mills Inc.
- Budget Group Inc. in its 363 sale out of bankruptcy.
Scott is listed as a “Best Lawyer” in the 2015–2019 editions of The Best Lawyers in America and was listed as a rising star by Super Lawyers. He is also a member of the Firm’s Assignment and Compensation of Associates Committee.
Scott joined the firm in 2001. Prior to joining the firm, Scott served as a law clerk to the Honorable Cornelia Kennedy of the U.S. Court of Appeals for the Sixth Circuit during the 2000–2001 term. Scott graduated from Notre Dame Law School in 2000. While at Notre Dame, Scott served as Articles Editor for the Notre Dame Law Review.