Marc Weingarten

Practice Areas

Mergers and acquisitions, leveraged buy-outs, venture capital, public offerings, securities law and investment partnerships

Education

Selected Representations

Represented Cerberus Capital Management in the acquisition of an 80% interest in Chrysler from DaimlerChrysler

Represented Cerberus Capital Management in the acquisition of control of GMAC from General Motors

Organized and represented Castle Harlan LBO funds in negotiated buyouts of restaurant chains, media company, insurance company, publishing ventures and other transactions

Represented JANA Partners and SAC Capital in activist campaign involving Time Warner Inc.

Represented the Children’s Investment Fund Management in its pending campaign involving CSX Corp.

Represented Cerberus Capital Management in the acquisition by tender offer of a controlling interest in Aozora Bank in Japan

Represented Pershing Square in its investments in McDonald’s and Target Corp.

Represented Trian Group in proxy contest involving HJ Heinz Co.

Represented Prudential Securities, Inc. as underwriter in initial public offerings and high yield debt financings of media companies

Represented JANA Partners in activist campaign involving Kerr-McGee

Represented CIT Venture Capital in LBOs of plastic specialty manufacturer, ticket printer, home improvement supplier, foundry and other transactions

Represented Sport Brands International in the acquisition of the worldwide operations of Fila Sport Group

Represented issuer in initial public offering of Brazilian cable television operator

Represented Cerberus Capital Management in the acquisition of Guilford Mills, Inc.; subsidiaries of Newell/Rubbermaid; investment in Air Canada; acquisition of division of Pitney-Bowes; proposed acquisition of Clayton Homes

Represented PCA Corp. in acquisition of ASI Corp. and in sale to LBO fund

Represented American List Company in sale to Snyder Communications

Represented CIT Group in its acquisition of Newcourt in Canada

Represented Circa Pharmaceuticals in sale to Watson Pharmaceuticals

Represented Monro Muffler in acquisitions, corporate matters

Represented investor group in successful proxy contest for Alliant Tech Systems, and represented Alliant in public and private financings and in acquisition from Hercules, Inc.

Represented Caribiner International, Inc. in initial and secondary public offerings, acquisitions and other transactions

Represented Morton’s Restaurant Group in IPO and secondary offerings, proxy contests, acquisitions and dispositions, high yield refinancing

Represented bidder in hostile contests (proxy contests, consent solicitations, and tender offers) involving Burlington Industries, Fruehauf, Telex, Centel, Morse Shoe, Rexham, William Carter Company, Dataproducts, Canal Randolph, Datapoint, MAI, Ponderosa

Represented activist investors in numerous campaigns involving board representation (including proxy contests), withhold votes, sale proposals

Represented buyer in acquisition of DiGiorgio Corporation

Represented Soros Group in various transactions

Represented acquirer of the Pilgrim Group Mutual Funds

Represented limited partnerships in formation of LBO funds, venture capital funds, hedge funds, etc.

Selected Publications

Contributor, Shareholder Activism Insight (in association with mergermarket), 2008

"The Permissable Scope of Bylaws: CA, Inc. v. AFSCME Employees Pension Plan," SRZ Activist Investing Developments, Fall 2008 (co-author)

"Short Slates, Majority Slates and Full Slates: Strategic and Voting Considerations," SRZ Activist Investing Developments, Spring 2008

“Reimbursement of Proxy Contest Expenses for Incumbents and Insurgents,” SRZ Activist Investing Developments, Fall 2006 (co-author)

“Second Circuit Rules in Favor of Shareholder Seeking to Use Corporate Proxy Statement to Nominate Slate Of Directors,” SRZ Client Alert, Sept. 15, 2006 (co-author)

“Be Careful What You Wish For - Considerations When Obtaining Board Representation,” SRZ Activist Investing Developments, Spring 2006 (co-author)

“Demands to Inspect Corporate Books and Records,” SRZ Activist Investing Developments, Fall 2005

“Vote Buying Raises Questions Under Anti-Fraud Rules,” SRZ Activist Investing Developments, Fall 2005

“Advance Notification Bylaws,” SRZ Activist Investing Developments, Spring 2005 (co-author)

“Issues in the Internal Organization of a Fund Management Company,” Investment Management Developments, Winter/Spring 2003

Selected Speaking Engagements

"Case Study of a Proxy Battle: CSX vs. TCI and 3G Capital," IMN Hedge Fund Activism and Shareholder Value Summit, Phoenix, Ariz., September 2008

“Activist Investing Strategies,” SRZ 17th Annual Private Investment Funds Seminar, New York, January 2008

“Hedge Fund Activism,” West LegalWorks, December 2006 and December 2007

"Insights into Activist Investing," NYSSA Alternative Analysts Forum, November 2007

"Shareholder Activism and the Role of Hedge Funds," PLI Mergers & Acquisitions 2007: What You Need to Know Now, October 2007 and October 2008

“Activist Investing,” SRZ Hedge Fund Compliance Seminar, October 2006

“Reaching the Peak of Higher Returns,” SRZ/The Deal Third Annual Private Capital Symposium, May 2006

“Activist Investing,” SRZ 15th Annual Private Investment Funds Seminar, January 2006

Memberships

American Bar Association
    Member, Committee on Long-Range Issues Affecting Business Law Practice
New York State Bar Association
New York City Bar Association
    Member, Committee on Corporation Law, 1984-87, 1990-94
    Member, Committee on Mergers, Acquisitions and Corporate Control Contests, 1994-2002; 2006-present 

Other Distinctions

Lawdragon 500 Leading Dealmakers in America, 2007
"Dealmaker of the Year" by The American Lawyer for role as lead counsel in 
Cerberus Capital Management's acquisition of majority stake in GMAC, 2007
The Best Lawyers in America
New York Super Lawyers