Barbara L. Becker

Barbara L. Becker is a corporate partner in the New York office of Gibson, Dunn & Crutcher, a member of the firm’s Corporate Transactions Practice and Fashion, Retail and Consumer Products Practice Groups.  Ms. Becker is a member of the firm-wide Executive Committee, the New York Hiring Partner and the Chair of the firm-wide Diversity Committee.

Ms. Becker advises companies on all significant business and legal issues, including mergers and acquisitions (including domestic and cross-border), joint ventures, securities offerings and general corporate matters. Ms. Becker also advises boards of directors and special committees of public companies. Ms. Becker represents corporations and investment banks based in and outside of the United States.

Highly regarded as one of the elite M&A lawyers in New York, Ms. Becker was named to Law360’s 2011 list of “Top Female Deal Makers” which features the 10 leading female attorneys in the field of mergers and acquisitions.  She is ranked as a top M&A lawyer by Chambers USA: America’s Leading Lawyers for Business, and is described as an “extraordinarily smart, hardworking and exceedingly practical attorney who has an incredibly good business sense.”  In addition, she has been ranked in Best Lawyers in America and International Financial Law Review.  For Ms. Becker’s representation of Kraft Foods, Inc. in its $19 billion proposed acquisition of Cadbury, she was named The AmLaw Daily’s “Dealmaker of the Week” in January 2010. In 1996, Ms. Becker was named by Crain’s New York Business as one of its “Forty under Forty: New York’s New Generation of Leaders.” She is a former member of the Coro Foundation’s Leadership New York.

Ms. Becker earned her Juris Doctor in 1988 from New York University School of Law. She received her undergraduate degree in 1985 from Wesleyan University, where she was elected to Phi Beta Kappa.

Mergers and Acquisitions

• Avnet:  Representation of Avnet in its acquisitions, dispositions and joint ventures.
• Atlantic Coast:  Represented Atlantic Coast in its successful defense of hostile offer from Mesa.
• The Children's Place Retail Store:  Represented The Children's Place Retail Store in connection with its sale of the Disney Retail Store business back to The Walt Disney Company.
• Church & Dwight:  Represented Church & Dwight Co., Inc. in connection with the acquisition of Carter Wallace's consumer products business. Church & Dwight acquired this business by forming a joint venture with Kelso, Armkel LLC.
• EMC:  Represented EMC in connection with acquisitions.
• Green Mountain Coffee Roasters:  Represented Green Mountain in connection with its acquisition of Keurig.
• Iconix Brands:  Representation of Iconix in connection with various corporate matters.
• Indigo:  Represented Indigo N.V. in connection with its initial public offering, multiple rounds of private financings, and joint venture with and ultimate sale to Hewlett-Packard Company.
• Infocrossing:  Represented Infocrossing in connection with the acquisition of (i) Structure from Level 3 and in its sale to Wipro, an Indian public company.
• Infor/Lawson Software:  Representation of Infor on various corporate matters.
• Itron:  Representation of Itron in connection with various matters, including in connection with its acquisition of Actaris.
• Kraft Foods:  Representation of Kraft Foods in connection with its spin-off of its grocery business; in its unsolicited bid to acquire Cadbury, a confectionary company.
• Martha Stewart Omnimedia:  Represented Martha Stewart Omnimedia on various corporate matters, including in connection with its acquisition of the assets related to the business of Chef Emeril Lagasse.
• Millicom International Cellular:  Representation of Millicom in connection with various corporate matters.
• NICE Systems:  Representation of NICE on various corporate matters, including in connection with its acquisition of IEX from Tekelec.
• Northrop Grumman:  Representation of Northrop Grumman in connection with the spin-off of its ship building business, Huntington Ingalls Industries Inc.
• PepsiCo:  Representation of PepsiCo in connection to various corporate matters.
• Schlumberger:  Represented Schlumberger Limited in connection with several divestitures.
• St. Jude Medical, Inc.:  Represented St. Jude Medical, Inc. in connection with its acquisition of MediGuide, an Israeli medical device company.
• Tenet Healthcare:  Representation of Tenet Healthcare in connection with various corporate matters; in connection with proposed hostile proxy contest.
• Tullett Prebon:  Representation of Tullett Prebon in various corporate matters.
• Wellchoice:  Represented Wellchoice in connection with its sale to WellPoint.

Investment Banks

• Representation of Barclays Capital/Lehman Brothers as financial advisor to:  Abbott Laboratories in its acquisition of Solvay's pharmaceutical business, Interwoven in its sale to Autonomy, Datascope in its sale of its patient monitoring business to Mindray Medical International, MedAssets in its acquisition of Accuro Healthcare Solutions, Beverly Enterprises in its defense against a hostile offer and its proposed sale, Siliconix in response to an offer by Vishay, and Metavante in a merger with Fidelity Information Services.
• Representation of Centerview Partners as financial advisor to:  Motorola Mobility Holdings in its sale to Google; Jo-Ann Stores in its sale to Leonard Green & Partners.
• Representation of Citigroup Global Markets as financial advisor to:  Express Scripts in its acquisition of Medco; Rehabcare Group in its acquisition by Kindred Healthcare; Elan in the merger of its drug formulation and manufacturing business unit with Alkermes.
• Representation of Evercore as financial advisor to General Motors in connection with GM's restructuring.
• Representation of Goldman Sachs as financial advisor to: Bare Escentuals in its sale to Shiseido, Target in its sale of the Marshall Field's and Mervyn's, Grey Advertising in its sale to WPP and Casey’s General in response to an unsolicited offer by Couche-Tarde.
• Representation of Lazard Frères & Co. as financial advisor to: Continental in its merger with United Airlines, Protection One in its sale to GTCR, Mitsubishi in its investment in Morgan Stanley, Dollar General in its sale to KKR, American Standard in the sale of its kitchen and bath division to Bain Capital, SuperValue in its acquisition of Albertsons, and Omnicare in its hostile offer for NeighborCare.
• Representation of Louis Dreyfus Highbridge Energy in its sale of Midstream Assets business segment, LDH Energy Asset Holdings, to EPT-Regency Midstream Holdings, a joint venture of Energy Transfer partners and Regency Energy Partners.
• Representation of Perella Weinberg as financial advisor to: Eclypsis in its merger with Allscripts.
• Representation of UBS as financial advisor to: Allied Waste in its acquisition by Republic Services and to Nova Chemicals in its sale to International Petroleum Investment Co.

Securities Offerings/Financings

• Alliant Energy: Represented Merrill Lynch, Citi, Barclays, and other financial institutions, as designated underwriters counsel, for Alliant Energy and certain of its subsidiaries in public and 144A offerings of debt and equity.
• Ancestry.com: Represented Ancestry.com in connection with its initial public offering and follow-on offerings.
• Avnet: Represented Avnet in connection with various equity and debt offerings.
• Celanese Corporation: Representation of Celanese as general corporate and securities counsel.
• Charter Communications: Represented Charter as general corporate and securities counsel.
• Kraft Foods, Inc.: Represented Kraft Foods, Inc. in its public offering of Notes to finance the acquisition of Cadbury.
• Lawson Software: Represented Lehman Brothers in connection with the initial public offering of Lawson Software, Inc.
• Memco Software: Represented Memco Software in connection with its initial public offering and subsequent sale to Platinum Technology.
• Portland General Electric: Represented Lehman Brothers and other financial institutions, as designated underwriters counsel, in connection with various offerings.
• Tenet Healthcare:  Representation of Tenet Healthcare in connection with various securities offerings.
• Ulticom: Represented Lehman Brothers in connection with the initial public offering of Ulticom, Inc.
• Verint: Represented Lehman Brothers in connection with the initial public offering and secondary offering of Verint Systems Inc.
• Visa USA: Represented Visa in connection with various financing alternatives.

Board of Directors/Special Committee Representations

• Celanese Corporation: Advice to the Board of Directors in connection with ongoing matters.
• EDS: Represented the independent directors of the Board of Directors of EDS in connection with certain litigation matters.
• Express Scripts: Represented the governance committee of the Board of Directors of Express Scripts in connection with certain matters.
• Northrop Grumman: Advice to the Board of Directors in connection with ongoing matters.
• Och Ziff: Advice to the Board of Directors in connection with ongoing matters.
• Primedia: Represented the independent directors of the Board of Directors of Primedia Inc. in connection with its sale to TPG, various related party financings by KKR and audit committee matters.
• Revlon: Represented the independent directors of the Board of Directors of Revlon in connection with an exchange offer and represented a Special Committee of the Board of Directors of Revlon in connection to a related party financing by McAndrews and Forbes.
• Tommy Hilfiger Corporation: Represented a Special Committee of the Board of Directors of Tommy Hilfiger in connection with several related party transactions with affiliates of Tommy Hilfiger.
• Express Scripts:  Represented the governance committee of the Board of Directors of Express Scripts in connection with certain matters.
• Northrop Grumman:  Advice to the Board of Directors in connection with ongoing matters.
• Och Ziff:  Advice to the Board of Directors in connection with ongoing matters.
• Primedia:  Represents the independent directors of the Board of Directors of Primedia Inc. in connection with various related party financings by KKR and audit committee matters.
• Revlon:  Represented the independent directors of the Board of Directors of Revlon in connection with an exchange offer and represented a Special Committee of the Board of Directors of Revlon in connection to a related party financing by McAndrews and Forbes.
• Tommy Hilfiger Corporation:  Represented a Special Committee of the Board of Directors of Tommy Hilfiger in connection with several related party transactions with affiliates of Tommy Hilfiger.