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.

Bio

Ms. Thurston is advising Patheon N.V. in its US$7.2 billion acquisition by Thermo Fisher Scientific, Inc. She also advised Moody’s Corporation with respect to its US$3.3 billion acquisition of Bureau van Dijk Electronic Publishing BV (the Netherlands); Pfizer Inc. in its aborted $160 billion acquisition of Allergan; TAL International Group, Inc. in its merger-of-equals with Triton Container International 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; The Middleby Corporation in its acquisition of AGA Rangemaster Group plc and several other acquisitions; 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; 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.; and Merck KGaA in its acquisition of Millipore Corporation. 

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, The Best Lawyers in America and Lawdragon 500 Leading Lawyers in America, in which she was recently profiled, along with four fellow Skadden attorneys, in an extended interview on cross-border M&A and the global dealmaking environment.

Credentials

Education

  • J.D., Harvard Law School, 1986 (cum laude)
  • B.S., Chemical Engineering, Cornell University, 1983 (with distinction)

Admissions

  • New York