Thomas W. Christopher

Partner, New York

Biography

Overview

Thomas Christopher is a partner in White & Case's Global Mergers & Acquisitions Practice. He is resident in the Firm's New York office.

Mr. Christopher's experience spans three decades and focuses on advising public companies, domestic and multinational companies, special committees and private equity firms on a wide variety of M&A transactions. In addition, he advises boards of directors, investment banks, investors and shareholder groups on shareholder activism and other corporate governance matters. Mr. Christopher works across many industries, including the energy/power, infrastructure, industrial, life sciences, financial services and communications sectors.

Mr. Christopher served as a law clerk to Judge Richard A. Gadbois, Jr. of the US District Court for the Central District of California. During law school, he served as editor for the Cornell Law Review.

Bars and Courts
New York State Bar
Education
JD
Cornell Law School
BA
Stanford University
Languages
English

Experience

Representative matters prior to joining White & Case include:

Strategic & Public M&A

  • Representation of Sony Pictures Entertainment in connection with its approximately US$1.2 billion acquisition of the Crunchyroll anime business from AT&T Inc.
  • Representation of NRG Energy in connection with its approximately US$3.6 billion acquisition of the Direct Energy business from Centrica plc.
  • Representation of NRG Energy in connection with its approximately US$5.5 billion acquisition of GenOn Energy. 
  • Representation of Community Health Systems in connection with its approximately US$7.6 billion acquisition of Health Management Associates.
  • Representation of ABB Ltd in connection with its approximately US$4.2 billion acquisition of Baldor Electric Company.
  • Representation of ICU Medical in its US$1 billion cash and stock acquisition of Pfizer’s global infusion therapy business, Hospira Infusion Systems.
  • Representation of the Board of Directors of Office Depot and the Transaction Committee of the Board in connection with Office Depot’s approximately US$1.2 billion acquisition of OfficeMax.
  • Representation of Charter Communications in connection with Liberty Media’s purchase of a 27.3% interest in Charter from certain stockholders for approximately US$2.6 billion.
  • Representation of Hess Corporation in connection with the sale of its energy marketing business to Direct Energy Business, a US subsidiary of Centrica plc, for approximately US$1 billion.
  • Representation of the Special Committee of the Board of Directors of EXCO Resources in connection with the proposal of the company’s chairman and CEO to take the company private in a US$5.4 billion transaction.
  • Representation of Dade Behring Holdings in connection with its approximately US$7 billion sale to Siemens.
  • Representation of Orix in connection with its approximately US$630 million acquisition of a 22 percent stake in Ormat Technologies.
  • Representation of the Board of Directors of PHH Corporation in connection with the company’s approximately US$480 million merger with, and into a subsidiary of, Ocwen Financial.
  • Representation of Sony Pictures Entertainment in connection with its purchase of AT&T's minority interest in their joint venture that owned Game Show Network.

Hostile Takeover and Activist Matters

  • Representation of NRG Energy in connection with Exelon's approximately US$7.5 billion unsolicited exchange offer and proxy contest for control of the company.
  • Representation of Community Health Systems in connection with its US$3.4 billion unsolicited bid to acquire Tenet Healthcare.
  • Representation of NRG Energy in connection with the company's corporate governance arrangements with Elliott Associates and Bluescape Energy Partners.
  • Representation of the Board of Directors of PHH Corporation in connection with the company's corporate governance arrangements with EJF Capital.
  • Representation of Sam Zell and his investment vehicle, Equity Group Investments, in connection with the participation of Mr. Zell and two affiliates in the consent solicitation and proxy contest to gain control of CommonWealth REIT. 
  • Representation of the Special Committee of the Board of Directors of Sauer-Danfoss in connection with the purchase by Danfoss A/S, Sauer-Danfoss' parent company, of all the outstanding shares of common stock of Sauer-Danfoss not already owned by Danfoss.

Private Equity and Financial Sponsor Matters

  • Representation of Digital Colony Partners, as a significant shareholder of ExteNet Systems, in connection with the sale by ExteNet Systems of an approximately 30% interest in the company to a consortium led by John Hancock Life Insurance Company (U.S.A.).
  • Representation of Digital Colony Partners in connection with the formation of a consortium with EQT Partners and other investors for the acquisition of Zayo Group Holdings.
  • Representation of Digital Colony Partners in connection with the formation of a consortium of investors to develop and acquire digital infrastructure assets.
  • Representation of investment funds managed by Macquarie Infrastructure and Real Assets in the sale of their 44% interest in Puget Holdings, a provider of electric and natural gas services, to four different investors including OMERS Infrastructure and PGGM.
  • Representation of investment funds managed by Macquarie Infrastructure and Real Assets in connection with the US$4.7 billion acquisition of Cleco. 
  • Representation of the Special Committee of the Board of Directors of Statewide Mobility Partners in connection with its US$5.7 billion sale of ITR Concession Company to IFM Investors.
  • Representation of the Special Committee of the Board of Directors of Apollo Residential Mortgage in connection with the company’s approximately US$640 million sale to Apollo Commercial Real Estate Finance.
Publications

Co-author, "Transfer restrictions in joint acquisition vehicles: How to overcome some lurking issues," February 25, 2020, Westlaw

Awards and Recognition

Listed in Euromoney's Expert Guide for Corporate/M&A in the United States, 2021

BTI Client Service All-Star, 2010

New York Super Lawyers, Law & Politics magazine, Annually since 2010