Spencer F. Simon

Partner

New York
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, NY 10019-6099
T 212 728 8525
F 212 728 9525
ssimonwillkie.com

Spencer F. Simon is a partner in Willkie’s Intellectual Property Department. Spencer’s practice focuses primarily on the representation of technology-intensive companies in all aspects of intellectual property, corporate and other commercial transactions, and data protection and cybersecurity matters. His practice covers a broad spectrum of technologies, including software, fintech, pharmaceutical, biotechnology, medical devices, semiconductor and telecommunications.

Spencer F. Simon is a partner in Willkie’s Intellectual Property Department. Spencer’s practice focuses primarily on the representation of technology-intensive companies in all aspects of intellectual property, corporate and other commercial transactions, and data protection and cybersecurity matters. His practice covers a broad spectrum of technologies, including software, fintech, pharmaceutical, biotechnology, medical devices, semiconductor and telecommunications.

Selected Significant Matters

  • ACE Limited in its $29.5 billion acquisition of The Chubb Corporation
  • Ally Financial in its $4.2 billion sale of its operations in Europe and Latin America to General Motors Financial and its $4.1 billion sale of its Canadian auto finance business to the Royal Bank of Canada
  • American International Group in its sale of AIG Advisor Group to Lightyear Capital and PSP Investments, sale of United Guaranty Corporation to Arch Capital Group; and its partnership with Hamilton Insurance Group and affiliates of Two Sigma Investments to establish a technology-enabled, customer-centric insurance platform for the small to medium-sized enterprise market
  • Amgen in its $10.5 billion acquisition of Onyx Pharmaceuticals
  • AT&T in its $67 billion acquisition of DIRECTV, $1.2 billion acquisition of Leap Wireless International and $2 billion cash sale of its incumbent local exchange operations in Connecticut to Frontier Communications
  • Bayer in its $14.2 billion acquisition of the consumer care business of Merck and pending $66 billion acquisition of Monsanto
  • BBA Aviation in its $2.1 billion acquisition of Landmark Aviation
  • Bright House Networks in its three-way combination with Charter Communications and Time Warner Cable, to create an $80 billion cable company
  • Cablevision Systems in its $17.7 billion acquisition by Altice and its $1.6 billion sale of Bresnan Broadband Holdings
  • Collective Brands in its $2 billion sale to a consortium including Wolverine Worldwide, Blum Capital Partners and Golden Gate Capital
  • CVS Health in its $2.1 billion acquisition of Coram from Apria and $12.7 billion acquisition of Omnicare
  • Cytec Industries in its $6.4 billion merger with Solvay
  • DISH Network in its pending agreement with EchoStar pursuant to which DISH is to acquire certain hardware, software and over-the-top assets in exchange for DISH’s interests in Hughes Retail Group
  • Dyax in its $5.9 billion acquisition by Shire
  • Endo International in its $2.6 billion acquisition of Auxilium Pharmaceuticals
  • Goldman Sachs Principal Investment Area in multiple transactions
  • Idenix Pharmaceuticals in its $3.9 billion acquisition by Merck
  • Kodak in its worldwide IP-intensive restructuring, including the $527 million sale of its digital imaging patent portfolio (1,100 patents) to Intellectual Ventures and a series of associated patent licensing transactions with Apple, Google, Microsoft, Facebook, Samsung, Amazon, Adobe, Fujifilm, HTC, Huawei, Research in Motion and Shutterfly
  • Kraft Foods Group in its $55 billion merger with H.J. Heinz Company to create The Kraft Heinz Company
  • LabCorp in its $6.1 billion acquisition of Covance
  • The Priceline Group in its $2.6 billion acquisition of OpenTable and $1.8 billion acquisition of KAYAK Software
  • Royal Bank of Canada in its $5.4 billion acquisition of City National
  • Stryker Corporation in its $2.8 billion pending acquisition of Sage Products from Madison Dearborn Partners
  • Synageva BioPharma in its $8.7 billion acquisition by Alexion Pharmaceuticals
  • Terumo Corporation in its $1.12 billion acquisition of certain vascular closure product lines and access technologies from Abbott Laboratories and St. Jude Medical
  • Teva Pharmaceutical Industries in its $40.5 billion acquisition of Allergan Generics
  • UnitedHealth Group in the $12.8 billion combination of subsidiary OptumRx and Catamaran Corporation
  • Valeant Pharmaceuticals in its $15.8 billion acquisition of Salix Pharmaceuticals; $56 billion unsolicited merger proposal and tender offer for Allergan, later terminated; and $1.4 billion sale of aesthetic products to Galderma
  • Veritas Capital in its $1.25 billion acquisition of the health analytics business of Thomson Reuters
  • ZF Friedrichshafen in its $12.4 billion acquisition of TRW Automotive Holdings


* Spencer advised on these matters prior to joining Willkie.

Selected Publications and Lectures

  • Panelist, “Structuring IP Provisions in Asset Purchase Agreements,” Strafford Publications webinar (May 2016)
  • Panelist, “Contractual Provisions to Mitigate Risk,” Executive Enterprise Institute’s Best Practices in Due Diligence (May 2013)
  • Presentation, “Intellectual Property Due Diligence: Select IP Considerations in M&A,” Executive Enterprise Institute’s Advanced Due Diligence Practices (May 2012) 

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