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Melissa Sawyer


Melissa Sawyer

New York +1-212-558-4243+1-212-558-4243 +1-212-558-3588+1-212-558-3588
Melissa Sawyer is a partner in Sullivan & Cromwell LLP’s Mergers & Acquisitions Group. In addition to advising clients on public and private M&A transactions, joint ventures and strategic alliances, she also regularly advises clients on corporate governance, activism and takeover defense matters. Ms. Sawyer’s experience spans multiple industries, including consumer and retail, industrials, medtech, insurance and cybersecurity.

Ms. Sawyer has been recognized repeatedly as a leading M&A advisor. For example, in 2014 and 2015, Ms. Sawyer was recognized by Chambers USA as a Corporate M&A “Up and Coming” lawyer. In 2015 she was also named as a “Dealmaker of the Week” by The American Lawyer and a Rising Star by IFLR1000, and was recognized for Mergers & Acquisitions, Corporate Governance and Compliance, and Business/Corporate by New York Super Lawyers in addition to being chosen as an Empire State Counsel Honoree by the New York State Bar Association.

In the past twelve months alone, Ms. Sawyer has advised Apollo Education Group in its pending $1.1 billion going private transaction and on corporate governance matters related to its ongoing business transformation; Sotheby’s in its acquisition of Art Agency, Partners; Cablevision in its pending sale to Altice; Cytec in its sale to Solvay; UnitedHealth Group in its acquisition of Catamaran; Tokio Marine in its acquisition of HCC; BBA Aviation in its acquisition of Landmark Aviation and $190 million sale of six FBOs to KSL; CONMED in its acquisition of SurgiQuest; Diageo in its sale of Bushmills to, and acquisition of Tequila Don Julio from, Casa Cuervo; and Bessemer in the Hubbell reclassification transaction, among other matters.

Other selected transactions include: 
  • Alcon’s independent directors committee in Novartis’s $12.9 billion acquisition of the remaining publicly-held minority interest in Alcon
  • CONMED in shareholders’ election of all eight director nominees following its contested 2014 Annual Meeting
  • Mitsubishi UFJ Financial Group in its $3.5 billion “going private” acquisition of UnionBanCal
  • NewPage Corporation in its $1.4 billion acquisition by Verso Paper
  • Ontario Teachers’ in its $2.4 billion acquisition of container terminals from Orient Overseas
Ms. Sawyer is currently a Lecturer in Law at Columbia Law School, a Fellow of the American Bar Foundation, and Secretary of the Mergers, Acquisitions & Corporate Control Contests Committee of the New York City Bar Association.

Ms. Sawyer also speaks and writes on corporate governance and M&A matters. She has participated in numerous panels for the Practising Law Institute and regularly writes for The M&A Lawyer, The Deal Pipeline and LexisNexis.

Recent Publications:
  • “The Force Awakens: A Resurgence of M&A in 2015,” The M&A Lawyer (co-author) (January 2016)
  • “Five Issues Directors of Consumer and Retail Companies Should Consider Immediately Following a Cybersecurity Breach,” Bloomberg BNA (co-author) (July 2015)
  • “Changing Management in the Face of Shareholder Activism: Issues to Consider,” Harvard Business Law Review (March 2015)
  • “Are consumer and retail companies more vulnerable to activism?” The Deal Pipeline (July 2014)
  • “Deal Protections in Tender Offers,” The Review of Securities & Commodities Regulation (co-author) (October 2013)
  • “Corporate Governance Feature: 10b5-1 Plans and M&A Transactions,” The M&A Lawyer (July/August 2013)
Ms. Sawyer is a Hiring Partner and an Associate Development Partner at Sullivan & Cromwell LLP.