Sally A. Thurston


Sally A. Thurston advises multinational clients on a wide range of tax matters, including the tax aspects of mergers and acquisitions, joint venture formations, restructurings, divestitures and spin-offs, with a particular focus on the U.S. tax aspects of cross-border transactions, cash repatriation techniques and investment structures.

Ms. Thurston is advising Pfizer Inc. in its $160 billion acquisition of Allergan; and TAL International Group, Inc. in its merger-of-equals with Triton Container International Limited. She also has advised The Middleby Corporation in its acquisition of AGA Rangemaster Group plc; JLL Partners in connection with the formation of DPx Holdings B.V.; DPx Holdings B.V. in its acquisition of Gallus Biopharmaceuticals, LLC; Merck KGaA in connection with its acquisition of Sigma-Aldrich Corporation; Endurance Specialty Holdings Ltd. in its acquisition of Montpelier Re Holdings Ltd.; Covidien plc with the tax aspects of its acquisition by Medtronic, Inc.; Pfizer Inc. in connection with its proposed acquisition of AstraZeneca PLC through a newly formed U.K. holding company; Endurance Specialty Holdings Ltd. in its aborted acquisition of Aspen Insurance Holdings Limited; JGWPT Holdings, Inc. (a portfolio company of JLL Partners), the holding company for J.G. Wentworth and Peachtree Financial Solutions, in its initial public offering of Class A common stock and listing on the New York Stock Exchange through an Up-C structure; Marubeni Corporation in its acquisition of Gavilon Group LLC; Covidien plc in its spin-off of Mallinckrodt plc, its pharmaceutical business; Pfizer Inc. in the spin-off of its animal health business into a separate publicly traded company via an initial public offering and in the divestiture of its infant-nutrition business to Nestlé S.A.; Merck KGaA in its acquisition of Millipore Corporation; Harbor Point Limited in its merger-of-equals with Max Capital Group Limited; GlobalSantaFe Corporation in its merger with Transocean; Compagnie Financière Alcatel in its acquisition of Lucent Technologies Inc.; NASDAQ in its acquisition of OMX, and its investment in and takeover attempt of the London Stock Exchange; Banco Pactual S.A. in its acquisition by UBS; and BTG Investments L.P. in its acquisition of Banco UBS Pactual S.A. 

In addition to her experience in mergers and acquisitions, Ms. Thurston regularly advises multinational pharmaceutical and medical device companies in connection with general tax planning matters. She also represents clients in connection with international debt and equity offerings, and has substantial experience representing offshore insurers and reinsurers and their shareholders.

In the United States, Ms. Thurston advises clients on taxable and tax-free acquisitions and divestitures and has significant experience in the partnership taxation area. She also regularly counsels private equity clients in connection with acquisitions and divestitures of portfolio companies.

Ms. Thurston lectures frequently on various international and U.S. tax matters. She has been selected for inclusion in Chambers Global: The World’s Leading Lawyers for Business, Chambers USA: America’s Leading Lawyers for Business, Tax Directors Handbook, Lawdragon 500 Leading Lawyers in America and The Best Lawyers in America.

Bar Admissions

New York


J.D., Harvard Law School, 1986 (cum laude)

B.S., Chemical Engineering, Cornell University, 1983 (with distinction)