Brian W. Duwe

Mr. Duwe has represented buyers, sellers and their financial advisors in a wide variety of transactions, including negotiated and contested public acquisitions, private acquisitions and divestitures, cross-border transactions, management buyouts, restructurings, spin-offs, and joint ventures and other strategic alliances. He also has counseled issuers, selling shareholders and investment banks in public offerings and private placements of debt and equity securities.

In addition, Mr. Duwe advises clients regarding general corporate and securities matters, including securities law compliance, corporate governance issues, disclosure issues, stock repurchase programs, shareholder agreements and proxy contests. He has counseled numerous clients regarding shareholder activism and other governance and corporate control matters.

Mr. Duwe’s clients have included, among others, Abbott Laboratories; Archer-Daniels-Midland Company; Ball Corporation; Cardinal Health, Inc.; CF Industries Holdings, Inc.; Deere and Company; Exelon Corporation; Guidant Corporation; Hartmarx Corporation; Kemper Corporation; Kraft Foods Group, Inc.; The Manitowoc Company, Inc.; Mondelez International, Inc.; Pactiv Corporation; Philip Morris International, Inc.; Sara Lee Corporation; SmileDirectClub, Inc.; Solo Cup Company; Steelcase, Inc.; Stryker Corporation; Suros Surgical Systems; US BioEnergy Corporation; U.S. Can Corporation; and VeraSun Energy Corporation.

Among his numerous M&A representations, Mr. Duwe advised CF Industries Holdings, Inc. in its unsolicited $4.7 billion acquisition of Terra Industries and simultaneous defense of a hostile offer by Agrium, Inc. In its inaugural issue on innovative lawyers in the United States, the Financial Times recognized the deal as the most innovative M&A transaction. Mr. Duwe also has represented financial advisors and underwriters in various securities offerings and M&A transactions.

In addition to his practice, Mr. Duwe is active in firm management, including serving on Skadden’s governing body, the Policy Committee and the Diversity Coordinating Committee. He also frequently lectures on corporate and securities law topics.

In recognition of his work, Mr. Duwe was named a 2022 Midwest Trailblazer by The American Lawyer. He has been repeatedly selected in the Mergers & Acquisitions Law section of The Best Lawyers in America and in the Corporate/M&A section of Chambers USA: America’s Leading Lawyers for Business. Mr. Duwe also was named one of Lawdragon’s 2023 Legends of Law and has been repeatedly named one of Lawdragon’s 500 Leading Lawyers in America and 500 Leading Dealmakers in America.