Spencer D. Klein

Partner

New York, (212) 468-8062

Download vCard

Education

The Pennsylvania State University (B.A., 1986)
;
Hofstra University School of Law (J.D., 1989)

Practices

Corporate

Corporate Governance

Mergers + Acquisitions

Bar Admissions

New York

Spencer Klein is a partner in the Corporate Department and serves as co-chair of the firm's global Mergers & Acquisitions Group. Mr. Klein focuses his practice on M+A transactions and related matters such as proxy contests and takeover defense counseling. He has advised on more than 100 successfully closed mergers, tender and exchange offers, stock and asset acquisitions, divestitures and joint ventures. He is also a veteran of numerous contested matters and regularly counsels corporate boards and committees in transactional and high-profile corporate governance matters.

Mr. Klein frequently advises leading U.S. and multinational companies across multiple industries. His engagements include multi-billion dollar deals in health care and life sciences, financial services, technology, consumer products, manufacturing, retail, energy, and entertainment and media. In addition to prominent corporate clients, he has represented some of the world's leading investment banks in their M+A transactions.

Prior to joining Morrison & Foerster, Mr. Klein was a partner at O’Melveny & Myers LLP. Mr. Klein received his B.A. from The Pennsylvania State University in 1986, and his J.D. from Hofstra University School of Law in 1989, where he served as Editor-in-Chief of the Hofstra Law Review.

Mr. Klein has been recognized regularly as one of the world's leading M+A lawyers by International Financial Law Review, Legal 500 United States and The World’s Leading Lawyers for Mergers and Acquisitions: U.S. Expert Guide (Legal Media Group). He has been named a "New York Super Lawyer" by Law & Politics in each of 2006-2012. According to Legal 500 US 2011, Mr. Klein "is a true adviser and has a wealth of experience. He understands the legal intricacies, is always accessible, and is very respected by boards and senior management teams." In 2012, Legal 500 US referred to Mr. Klein as "one of the best deal lawyers in the country."

Mr. Klein serves as a Special Professor of Law at Hofstra University School of Law, Chairs the Alumni Board of Visitors of the Department of Political Science at The Pennsylvania State University, and is a member of the Hofstra Law School Dean's Advisory Board.

Representative transactions handled by Mr. Klein appear below. To view a more complete list see Matters.

DaVita/Multiple Transactions

Represented DaVita Inc. in its $4.42 billion acquisition of HealthCare Partners, LLC and its $3.05 billion acquisition of the U.S. renal care business of Gambro AB.

Terumo/CaridianBCT

Represented Terumo Corporation in its $2.6 billion acquisition of CaridianBCT from Sweden's Gambro AB.

NTT Data/Multiple Transactions

Represented NTT Data Corporation in its acquisition through tender offer of Intelligroup, Inc. and its acquisition of Keane International, Inc.

GMAC LLC/Transformative Transactions

Represented the Special Committee of Independent Managers and the Audit Committee of GMAC LLC in various restructuring and capital-raising transactions, conversion to a bank holding company, TARP financing and other matters.

HLTH Corporation/Multiple Transactions

Represented HLTH Corporation in several transactions, including the sales of Emdeon Business Services and Emdeon Practice Services.

Jean Coutu Group/Eckerd and Brooks

Represented Jean Coutu Group (PJC), Inc. in the $2.375 billion acquisition of over 1,500 drugstores comprising Eckerd's Northern and Mid-Atlantic drugstore business from J.C. Penney, Inc., and the subsequent $3.4 billion sale of its Eckerd and Brooks drugstore business to Rite Aid Corporation.

New York Stock Exchange/Transformative Transactions

Represented the Board of Directors of New York Stock Exchange, Inc. in its merger with Archipelago Holdings and related conversion from not-for-profit to for-profit form, and subsequent $10.2 billion merger of NYSE Group, Inc. with Euronext N.V. to create NYSE Euronext.

Merrill Lynch/Entergy-Koch Energy Trading Business

Represented Merrill Lynch & Co., Inc. in its acquisition of the energy trading business of Entergy-Koch, LP.