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ProfessionalsJarrett R. Hoffman

Jarrett R. Hoffman
Partner

Tel: +1-212-373-3670
Fax: +1-212-492-0670
jhoffman@paulweiss.com

+1-212-373-3670
New York

1285 Avenue of the Americas
New York, NY 10019-6064
Fax: +1-212-492-0670

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Jarrett R. Hoffman is a partner in the firm’s Executive Compensation Group. His practice focuses on the transactional aspects of executive compensation matters in the context of domestic and cross-border mergers, acquisitions, divestitures, public offerings and restructurings.

EXPERIENCE

Jarrett counsels boards of directors, compensation committees, management teams and individual executives in all aspects of CEO and senior executive employment relationships and transitions from employment, including transaction-specific change in control, retention and severance arrangements. Jarrett regularly counsels companies, private equity funds, hedge funds and family offices with respect to executive compensation issues, obligations and strategies arising under tax, securities and employment laws. In addition, Jarrett advises clients on the design and implementation of equity, incentive and non-qualified deferred compensation plans, programs and agreements.

Jarrett has been recognized by Chambers USA as ”Up and Coming” for the Employee Benefits & Executive Compensation category. He was also recognized as a “Rising Star” in the Benefits category by Law360 and a “Leading Corporate Employment Lawyer” by Lawdragon

Some of his noteworthy work includes:

Public Company M&A

  • 3G Capital in its proposed $7.1 billion acquisition of a control position in Hunter Douglas
  • Apollo Global Management in its $11 billion merger with Athene, its strategic investment in Motive Partners and its proposed acquisition of Griffin Capital’s wealth-distribution and asset-management units
  • The Board of Directors of Barnes & Noble in its $683 million acquisition by Elliott Advisors (UK)
  • Bioverativ in its $11.6 billion sale to Sanofi
  • The Special Committee of the Board of Directors of CBS in its $40 billion merger with Viacom
  • CSRA in its $9.6 billion sale to General Dynamics
  • GE Capital in its sale of PK AirFinance
  • Goodyear Tire & Rubber Company in its $2.5 billion acquisition of Cooper Tire & Rubber Company
  • Honeywell in the spin-off of its turbochargers business, Garrett Motion Inc.
  • IBM in its $34 billion acquisition of Red Hat and its acquisition of Instana, its spin-off of its managed infrastructure services business into a separate publicly traded company, its sale of the Sales Performance Management Solutions business and multiple outsourcing-related transactions, and Red Hat in its acquisition of StackRox
  • ILG in its $4.7 billion sale to Marriott Vacations Worldwide
  • The Kraft Heinz Company in its $3.2 billion sale of its cheese businesses to Groupe Lactalis
  • MGM in its proposed $8.45 billion sale to Amazon
  • The Special Committee of independent directors of Pattern Energy Group in its $6.1 billion acquisition by Canada Pension Plan Investment Board
  • The Special Committee of independent directors of Perry Ellis International in connection with its merger with a group led by its founder George Feldenkreis for approximately $430 million
  • Pulte Group in its acquisition of the homebuilding assets of American West Homes
  • QTS Realty Trust in its $10 billion sale to Blackstone funds
  • Qualcomm in connection with a $130 billion unsolicited offer from Broadcom and its acquisition of Atheros Communications for $3.2 billion
  • Taylor Morrison in its $2.4 billion acquisition of William Lyon Homes
  • Teladoc Health in its $18.5 billion acquisition of Livongo Health

Private Equity M&A

  • Funds affiliated with Apollo Global Management in the $5 billion acquisition of Verizon Media (Yahoo! and AOL) and the acquisition of Phoenix Services LLC
  • Authentic Brands Group in its acquisition of Sports Illustrated from Meredith Corporation
  • Benevity, Inc., a portfolio company of General Atlantic, in a strategic investment by Hg
  • Funds managed by affiliates of Berkshire Partners in their acquisitions of FoodChain ID and Harvey Performance Company
  • Boat Rocker Media in its acquisition of Matador Content and its investment in Untitled Entertainment
  • Funds managed by Gamut Capital Management, L.P. in its investment in International Automotive Components Group S.A. and the acquisitions of PS Logistics and JPW Industries, Inc., and JPW’s follow-on acquisition of Baileigh Industrial, Inc.
  • General Atlantic in more than 40 full, control and minority acquisition transactions, its sale of EN Engineering and its IPO of European Wax Centers
  • Global Infrastructure Partners, alongside KKR, in their $15 billion acquisition of CyrusOne  
  • SVF Investment Corp. 3, a special purpose acquisition company (SPAC) sponsored by an affiliate of SoftBank Investment Advisers, in its proposed $5.5 billion merger with Symbotic LLC
  • Viking Global Investors LP in its investment in Rockefeller Capital Management    

Other representative matters have included:

  • IBM in various divestiture and acquisition transactions, including:
    • its $2.3 billion divestiture of its x86 Server Business to Lenovo Group Ltd.
    • its $850 million divestiture of Retail Store Solutions to Toshiba TEC
    • its $505 million divestiture of Customer Care Business Process Outsourcing to SYNNEX Corporation
    • its $480 million acquisition of Unica Corporation
    • its $340 million acquisition of ILOG
  • Pilgrim’s Pride in its $7.7 billion offer for Hillshire Brands and in a competing offer to acquire Hillshire made by Tyson Foods
  • Martin Marietta Materials in its $3.2 billion acquisition of Texas Industries, Inc.
  • Unilever PLC in the $700 million divestiture of its Global Skippy Business to Hormel Goods Corporation and Culver Specialty Brands to B&G Goods, Inc.
  • Barnes & Noble on the spin-off of Barnes & Noble Education, Inc.
  • On Location Experiences in its acquisitions of Anthony Travel, Kreate Events and Nomadic Entertainment
  • Tudor Investment Corporation in establishing LaunchPad Trading LLC, a joint venture between Tudor and HC Technologies

Jarrett has also represented several leading companies in their employment, retention and separation arrangements with senior executives, including Bacardi Limited, Caithness Corporation, CoverMyMeds, First Solar, Javelin Global Commodities, LifeLock, On Location Experiences, Viking Cruises, Weatherford International and WhistlePig. He also represented dozens of Chief Executive Officers, founders and senior executives in connection with their employment and separation arrangements with various companies.

Jarrett is a member of the Board of Trustees of the University of Florida Levin College of Law.

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