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Kenneth M. Wolff

Partner

Partner

Mergers and Acquisitions, Securities and General Corporate Law

New York

T: 1.212.735.2681

F: 1.917.777.2681

kenneth.wolff@skadden.com

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Kenneth M. Wolff is a corporate attorney concentrating in mergers and acquisitions (including private equity transactions) as well as securities law and corporate governance matters.

Mr. Wolff has advised corporate and private equity clients in connection with a wide variety of U.S. and cross-border corporate transactions, including negotiated and contested acquisitions, leveraged buyouts, strategic investments and joint ventures, tender offers, spin-offs and corporate reorganizations. Mr. Wolff also has advised several of the firm’s investment banking clients in transactional work and has represented clients in equity and debt offerings. In 2011, Mr. Wolff was one of only five corporate finance attorneys named to Law360’s list of “Rising Stars,” and he also was selected by Crain’s New York Business in its “40 Under Forty” list. In 2007, Mr. Wolff was named in The New York Times as one of the “next generation of deal makers” under the age of 40.

Mr. Wolff’s representations and transactions include:

  • Pfizer Inc. in the $11.9 billion divestiture of its infant nutrition business to Nestlé S.A.;
  • Express Scripts, Inc. in its $29.1 billion acquisition of Medco Health Solutions, Inc. This transaction was recognized in the 2012 Financial Times “US Innovative Lawyers” report;
  • HCP, Inc., a REIT, in its $6.1 billion acquisition of the real estate assets of HCR ManorCare, Inc.;
  • Becker Underwood, Inc., a producer of non-pesticide agricultural products, in its $1 billion acquisition by BASF, a chemical company;
  • Veritas Capital in its $525 million acquisition of CPI International, Inc., a manufacturer of electronic devices that produce microwaves, radio frequency and power;
  • Apax Partners LLP in its acquisition of a majority stake in Brazilian IT and business process outsourcing company TIVIT Terceirização de Tecnologia e Serviços SA;
  • XTO Energy Inc., an oil and gas explorer and producer, in its $41 billion acquisition by Exxon Mobil Corporation;
  • PBM Holdings, Inc. and PBM Nutritionals, LLC, a manufacturer and marketer of store brand infant formulas and nutritional products, in its $808 million acquisition by Perrigo Company;
  • Express Scripts, Inc. in its $4.675 billion acquisition of WellPoint Inc.’s NextRx subsidiaries;
  • Pátria Investimentos, an alternative asset management and corporate advisory firm based in Brazil, in its sale of a 40 percent interest to Blackstone Group LP;
  • Pfizer Inc. in its acquisition of a 40 percent stake (including an option to acquire the remaining 60 percent stake beginning in 2014) in Laboratório Teuto Brasileiro S.A., a Brazilian generic pharmaceuticals company;
  • Landmark Communications, Inc. in its sale of The Weather Channel to a consortium consisting of NBC Universal Inc., Blackstone Group LP and Bain Capital LLC;
  • the board of directors of Avaya Inc. in its $8.2 billion sale to a private equity consortium;
  • Express Scripts, Inc. in its proposed, but terminated, $25 billion unsolicited exchange offer and proxy fight for Caremark and in its acquisition of the pharmacy benefits manager business of Medical Services Company;
  • Cendant Corporation (now Avis Budget Group, Inc.) in its separation into four companies through the spin-off of its Realogy and Wyndham Worldwide divisions and the sale of its Travelport division to the Blackstone Group;
  • E. I. du Pont de Nemours and Company in several transactions, including the $4.2 billion divestiture of its textiles and fibers operations to Koch Industries and its $1.4 billion cross-border tender offer for the publicly held shares of DuPont Canada;
  • Woodside Petroleum, Ltd. in its $1.2 billion unsolicited tender offer and proxy fight for Energy Partners, Ltd.;
  • National Financial Partners Corp. in its acquisition of Highland Capital Holding Corp. and its acquisition of the Balser Companies;
  • International Business Machines Corp. in its $3.5 billion acquisition of the global consulting business of PricewaterhouseCoopers International Ltd.;
  • Russell-Stanley Holdings, Inc. in a cross-border Chapter 11 reorganization case resulting in the sale of substantially all of its assets to an affiliate of Mauser-Werke GmbH & Co. KG and One Equity Partners LLC for more than $100 million;
  • Poster Financial Group, Inc. in its sale of the Golden Nugget Hotels and Casinos to Landry’s Restaurants Inc.; and
  • Knowles Electronics Holdings, Inc., a Doughty Hanson portfolio company, in its $750 million acquisition by Dover Corporation via an auction.

Bar Admissions

New York

Education

J.D., Fordham University School of Law, 1999

B.A., Ohio Wesleyan University, 1994