Jeffrey A. Brill

Jeffrey A. Brill

Partner, Mergers and Acquisitions; Fintech; Sports
Jeffrey Brill has a diverse practice, primarily concentrating on mergers and acquisitions, other corporate and commercial transactions and corporate law matters.

Bio

Mr. Brill has represented public and private clients in a broad variety of U.S. and international transactions, including negotiated and contested acquisitions, dispositions, mergers, auctions, carve-outs, strategic investments, recapitalizations, reorganizations, joint ventures, partnerships, and other corporate and commercial transactions. He also represents clients in connection with various corporate matters, financings and corporate governance.

Mr. Brill has repeatedly been selected for inclusion in The Legal 500 and Chambers, in which clients say he is an “incredible lawyer” with a “keen sense for spotting, and more importantly, resolving even the most difficult issues.” He also has been recognized in The Best Lawyers in America and IFLR1000. Mr. Brill has served on Law360’s M&A Editorial Advisory Board and was named a 2022 Fintech MVP by the publication. In 2021, he was named one of the best blockchain lawyers by Identity Review, a global technology think tank, and was named a Sports Business Journal Power Player in Sports Law (Platinum Tier). In addition, Mr. Brill has previously been honored by Investment Dealers’ Digest as one of the Forty Under Forty top dealmakers in the country, one of only six attorneys to receive such recognition. He also previously received 40 Under 40 accolades from The M&A Advisor.

Mr. Brill is co-head of Skadden’s global fintech practice. He serves on the firm’s Policy Committee, its top governing body, as well as the Hiring and M&A Associates committees. He also is the co-coordinator of the firm’s global alumni program.

Mr. Brill has advised clients in a wide range of industries, including representations of:

Fintech

  • Pagaya Technologies Ltd. in its business combination with EJF Acquisition Corp.;
  • Betterment in its acquisition of Makara;
  • iCapital in its acquisition of SIMON Markets;
  • Zip Co Limited, an Australian public company, in its announced acquisition of Sezzle Inc. and its acquisition of QuadPay;
  • Nasdaq in its:
    • carve-out sale of its U.S. fixed-income electronic trading business to Tradeweb Markets;
    • carve-out acquisition of the eSpeed platform for electronic trading in U.S. Treasury securities from BGC Partners, an affiliate of Cantor Fitzgerald;
    • spin-off of its private market trading platform to create Nasdaq Private Markets, a joint venture with SVB Financial Group, Citigroup, Goldman Sachs and Morgan Stanley; and
    • strategic investment in LeveL ATS and the subsequent pending merger of LeveL ATS and Luminex;
  • North American Bancard in connection with its acquisitions of Signature Payments and CardWorks Acquiring;
  • Citigroup/Citibank, N.A. in its:
    • digital lending partnership with Amazon.com, Inc. to offer Citi cardholders alternative payment plans when making purchases on Amazon.com;
    • carve-out sales of its (a) fixed-income analytics and index businesses, including The Yield Book and the World Government Bond Index, to the London Stock Exchange Group; (b) worldwide prepaid cards business to an affiliate of Wirecard AG; and (c) equities market-making business of Automated Trading Desk Financial Services to Citadel Securties; and
    • prior acquisition of Automated Trading Desk, Inc.;
  • an affiliate of Citibank in connection with its investment in KomGo S.A.;
  • Citi Ventures in the formation of and investment in Ensemble Technologies;
  • The Sage Group plc in its acquisitions of Lockstep and Intacct Corporation; and
  • Total Merchant Services, a payment services provider, in its acquisition by North American Bancard and dividend recapitalization;

Financial Services

Mr. Brill has been a trusted adviser to longstanding financial institutions clients — including Citigroup, Credit Suisse, JPMorgan, Nasdaq and Wells Fargo — for more than two decades. His representations have included:

  • Wells Fargo & Company/Wells Fargo Bank in connection with its:
    • carve-out sale of certain assets of Wells Fargo Asset Management, related legal entities and its collective investments trust business to Allspring Global Investment, which was formed by GTCR and Reverence Capital Partners (recognized as Deal of the Year (Large) at the 2022 Americas M&A Atlas Awards);
    • sale of its private student loan portfolio to a group of investors, with Firstmark, a division of Nelnet, to service the portfolio; and
    • carve-out sale of its Institutional Retirement & Trust business to Principal Financial Group;
  • Citigroup/Citibank, N.A. in numerous commercial and strategic transactions, including in the:
    • sale of its margin foreign exchange business to affiliates of FXCM and Saxo Bank;
    • sale of its mutual fund transfer agency business to affiliates of SunGard Data Systems;
    • sale of its wealth management services business to affiliates of Genpact Limited;
    • sale of The Travelers Insurance Company, The Travelers Life and Annuity Company and other insurance businesses to MetLife, Inc.; 
    • sale of CitiStreet LLC to ING Group; and
    • restructuring of the CitiFinancial consumer finance business;
  • Nasdaq, Inc. in:
    • the carve-out sales of its public relations solutions and digital media services businesses to West Corporation, an Apollo Global Management portfolio company;
    • an offer to acquire all of the shares of the publicly traded Norwegian stock exchange, Oslo Børs VPS Holding ASA, following Euronext NV’s unsolicited offer;
    • its acquisition of Marketwired, a global provider of news distribution services and analytics; and
    • its sale of International Derivatives Clearing Group to LCH. Clearnet Group via merger;
  • the special committee of the board of directors of National Holdings in the company’s acquisition by B. Riley Financial, Inc.;
  • Primerica, the largest independent financial services marketing company in North America, in its restructuring and initial public offering, and in the sale of a significant equity stake to private equity funds controlled by Warburg Pincus LLC. Mr. Brill’s role on this transaction was featured in the Financial Times’ inaugural U.S. Innovative Lawyers report, which ranked Skadden as the top firm in the country for innovation in the legal sector and in the financial services category;
  • The PMI Group in connection with a significant equity investment in PMI by funds affiliated with the Blackstone Group; and
  • Citigroup Global Markets, as financial advisor to The New York Stock Exchange, Inc., in connection with a series of mergers with Archipelago Holdings, Inc.;

Software and Technology

  • Information Builders in its acquisition by TIBCO Software;
  • Nasdaq in its acquisition of Boardvantage, a leading provider of board and leadership communications and solutions, via merger;
  • The Sage Group plc in its sales of:
    • Sage Software Healthcare to Vista Equity Partners;
    • the Nonprofit Solutions business to Accel-KKR;
    • the ACT! contact management and SalesLogix customer relationship management businesses to Swiftpage; and
    • Sage Software’s equity interest in Swiftpage to an affiliate of Jump Capital; and
  • Sunrise Capital Partners in its management-led acquisition of substantially all of the assets of SubMicron Systems Corporation, a designer and manufacturer of equipment systems for the semiconductor industry, and subsequent financings of Akrion LLC;

Sports and Entertainment

  • The NBA in its exclusive global partnership with, and equity investment in, Sportradar;
  • the XFL in connection with its ongoing relaunch as a professional football league following its acquisition by investors, including Redbird Capital Partners, and global partnership with Disney and ESPN for broadcasting rights for gameday content and other events;
  • Bruce Sherman, as lead investor of a consortium, including Derek Jeter and Michael Jordan, in the creation thereof and acquisition of the Miami Marlins Major League Baseball club, following which Mr. Sherman became the chairman, principal owner and control person of the Marlins. This transaction was featured in Law360’s profile of Skadden as M&A Group of the Year;
  • The National Hockey League in its multiyear strategic partnership with PointsBet;
  • The PGA TOUR in the:
    • sale of EZLinks Golf to NBC Sports Group, a subsidiary of Comcast;
    • prior merger of its affiliate with an affiliate of EZLinks Golf to create a joint venture, EZLinks Golf LLC, a leading online tee-time reservation business, which was featured in Law360’s profile of Skadden as Sports Group of the Year; and
    • acquisitions by EZLinks of (a) Integrated Business Systems and (b) Distinct Software Solutions and related debt and equity financings, including a significant minority investment by Providence Equity Partners;
  • The PGA of America in its strategic partnership with Legends;
  • XM Satellite Radio Holdings Inc. in its merger of equals with Sirius Satellite Radio Inc.; and
  • the significant stockholders of The Todd-AO Corporation (now Liberty Livewire Corporation), a movie and television post-production company, in its merger with Liberty Media Corporation;

Automotive and Equipment

  • Dayco, LLC in:
    • in connection with its pending sale to Hidden Harbor Capital Partners;
    • a dividend recapitalization; and
    • its acquisition of substantially all of the assets of Metavation LLC:
  • MSX International, an automotive outsourcing leader, in connection with its sale to Bain Capital;
  • DexKo Global in connection with governance matters;
  • Hughes Telematics, a provider of voice and data connections and technology products for vehicles, in its merger with Verizon Communications; and
  • Deere & Company (John Deere) in its acquisition of Richton International;

Hospitality and Real Estate

  • The PGA of America in its strategic partnership with Legends, pursuant to which Legends will operate on-site, online, licensing and corporate merchandising for the PGA’s spectator championships;
  • Intrawest Resort Holdings in its corporate reorganization in connection with its initial public offering;
  • Aztar Corporation, a hospitality and gaming company, in its announced, but terminated, merger with Pinnacle Entertainment, Inc., the subsequent four-way bidding contest culminating in a merger with Columbia Sussex, and in related divestitures of casino properties;
  • Cendant in its acquisition of Ramada Franchise Canada Inc.; and
  • NRT Incorporated, the largest residential real estate brokerage company in the U.S., in several acquisitions, including acquisitions of The Sunshine Group, Ltd., The Corcoran Group and Gundaker Real Estate Co., Inc. and related real estate entities;

Energy and Industrial

  • Chardan NexTech Acquisition 2 Corp. in its pending business combination with Dragonfly Energy; and
  • BillerudKorsnäs AB in its acquisition of Verso Corporation;

Health Care, Life Sciences and Pharmaceuticals

  • UnitedHealth Group Incorporated in its acquisition of Oxford Health Plans, Inc.;
  • American Medical Security Group, Inc. in its acquisition by PacifiCare Health Systems, Inc.;
  • Valeant Pharmaceuticals International in its acquisition of Bausch & Lomb; and in its merger with Biovail Corporation, the largest publicly traded pharmaceutical company in Canada (The Globe and Mail’s Health Care Deal of the Year);
  • ICN Pharmaceuticals in its acquisition of the publicly held shares of Ribapharm Inc.; and
  • Endo Pharmaceuticals Holdings in its acquisition of Algos Pharmaceuticals Corporation via merger, thereby becoming a publicly traded company;

Consumer Products and Retail

  • Mars, Incorporated in its acquisitions of (i) Nutro Products, Inc. from Bain Capital Partners and (ii) certain assets from Menu Foods Income Fund;
  • The Dial Corporation, a leading manufacturer of personal care and cleaning products, in its merger with Henkel KgaA;
  • International Flavors & Fragrances in its acquisition of Bush Boake Allen Inc.; and
  • Abercrombie & Fitch in various commercial and financing trans- actions with a third party to develop apparel in connection with the launch of a new brand.

Pro Bono and Volunteer

Mr. Brill has provided pro bono legal services to nonprofit organizations, including the National Academy Foundation (NAF). He serves on the board of directors of NAF and is president of the Little League Baseball and Softball organization in his hometown. He also has volunteered as a coach of his children’s youth sports teams.

Credentials

Education

  • J.D., Cornell Law School, 1998 (Managing Editor, Cornell Law Review)
  • B.A., Colgate University, 1993 (magna cum laude)

Admissions

  • New York

Associations

  • Member, Board of Directors, National Academy Foundation

Jeffrey A. Brill

Partner, Mergers and Acquisitions; Fintech; Sports
jeffrey.brill@skadden.com