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Lee A. Meyerson

425 Lexington Avenue
New York, NY 10017-3954
Phone:  (212) 455-3675
Fax:  (212) 455-2502
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Lee Meyerson specializes in mergers and acquisitions and in capital markets transactions for financial institutions.  Mr. Meyerson, who is Head of the Firm’s M&A Group, Head of the Financial Institutions Practice and a member of the Firm’s Executive Committee, has participated in many of the largest U.S. financial services mergers of the past decade, including representing JPMorgan Chase & Co. in its $58 billion merger with Bank One Corporation, Mellon Financial in its $16.8 billion merger with The Bank of New York and The Toronto-Dominion Bank in its $8.5 billion acquisition of Commerce Bancorp, $6.3 billion acquisition of Chrysler Financial and $5.9 billion acquisition of Target’s credit card portfolio.  He has also represented clients outside the financial services industry, including Petrohawk in its $15 billion sale to BHP Billiton.

Since the beginning of the financial crisis in 2008, he has represented a broad spectrum of banks, private investors and government agencies in many of the key transactions during this period.  At the height of the crisis in October 2008 he represented the U.S. Treasury in connection with developing, structuring and documenting its $250 billion TARP program for purchasing equity in U.S. financial institutions, as well as Treasury’s targeted investments in Citigroup and Bank of America and the exchange of $49 billion of Citigroup preferred stock for common stock and trust preferred securities.   Throughout this period he has also been actively involved in FDIC failed bank auctions, representing both bank bidders and consortiums of private equity and other investors.  These representations include The Bank of Nova Scotia in its acquisition of R-G Premier Bank in Puerto Rico ($5.6 billion in assets), East West Bancorp in its acquisition of United Commercial Bank ($10.4 billion in assets) and concurrent $500 million contingent capital raise, The Toronto-Dominion Bank in its acquisition of three failed Florida banks (approximately $4 billion in assets), and investors in the FDIC-assisted acquisitions of IndyMac and BankUnited.  During the course of 2010 he was involved in a number of non-assisted transactions, including The Toronto-Dominion Bank’s acquisition of The South Financial Group (the first non-assisted acquisition of a troubled bank following the financial crisis), People’s United’s acquisitions of Danvers Bancorp, Smithtown Bancorp and LSB Corporation, and recapitalizations of troubled banks led by Carlyle, Oak Hill, Corsair and other investors.

His transactions over the past several years also include representing JPMorgan Chase in the $3.5 billion sale of its global physical commodities business to Mercuria, private equity investors in their $1 billion investment in Banco Santander’s U.S. auto finance business and its subsequent IPO, The Charles Schwab Corporation in its $1 billion acquisition of optionsXpress, The Carlyle Group in its acquisition of the TCW Group (a $130 billion AUM asset manager), Wachovia in its $6.8 billion acquisition of A.G. Edwards, UBS in its $2.5 billion acquisition of Banco Pactual (Brazil’s leading independent investment bank), The Toronto-Dominion Bank in its $3.2 billion going-private acquisition of its subsidiary, TD Banknorth, and People’s United Financial’s $738 million acquisition of Financial Federal (equipment leasing).  In addition, he has participated in the most significant private equity investments in the banking industry over the past several years, including representing Washington Mutual in its $7.2 billion equity issuance to TPG and other investors, representing the lead investor in National City’s $7 billion equity issuance, representing Carlyle Partners in its 24.9% investment in Boston Private Financial, and representing the private equity and other investors in the precedent-setting acquisition of Doral Financial ($610 million). 

During 2005 his M&A transactions included representing Washington Mutual in its $6.6 billion acquisition of Providian Financial, The Toronto-Dominion Bank in both the sale of its Waterhouse subsidiary to Ameritrade ($3 billion) and its $3.8 billion acquisition of a majority interest in Banknorth, Federated Department Stores in the sale of its credit card portfolio to Citigroup ($7.4 billion), Independence Community Bank Corp. in its sale to Sovereign Bancorp ($3.6 billion) and JPMorgan Chase in the sale of its discount broker subsidiary, Brown & Co., to E*Trade for $1.6 billion.  Other M&A representations in recent years include Washington Mutual in the sale of its consumer finance group to Citigroup ($1.25 billion) and its earlier acquisition of Dime Bancorp ($5.2 billion); Wachovia Corporation in its innovative securities brokerage joint venture with Prudential ($4.2 billion), and legacy Wachovia’s merger with First Union Corporation ($14.7 billion) and concurrent defense against the hostile takeover bid by SunTrust Banks; the consortium purchase of bond insurer Financial Guaranty Insurance Corp. from GE Capital ($2.2 billion); Chase Manhattan’s acquisitions of J.P. Morgan & Co. ($34 billion) and Hambrecht & Quist ($1.35 billion), as well as its purchase of Providian’s $8 billion portfolio of platinum and other credit cards; the acquisition by BNP Paribas of the publicly held shares of BancWest Corporation ($2.49 billion); and the acquisition by Independence Community Bank of Staten Island Bancorp ($1.5 billion).  Earlier transactions include the merger of CoreStates Financial Corp. with First Union Corp. ($17 billion), Washington Mutual’s “white knight” acquisition of Great Western Financial Corp. ($10 billion), and Chemical Bank’s acquisition of The Chase Manhattan Corporation ($10 billion). 

Mr. Meyerson’s capital markets practice includes IPOs (including the recent IPOs of Capital Bank and Everbank) and a broad range of debt, equity and hybrid capital securities offerings for banks, thrifts, insurance companies and other financial services companies.  He participated in many of the U.S. bank stock offerings of the past several years, including common and preferred stock offerings for a broad range of regional and money center banks ranging from Cullen/Frost, First Horizon, Texas Capital and TCF Financial to JPMorgan Chase.  In December 2007, he represented Washington Mutual in its $3 billion offering of convertible preferred shares and the underwriters in Sallie Mae’s $2.9 billion offering of common shares and mandatory convertible preferred stock.  Earlier transactions included representing CIBC in the innovative monetization of its $369 million equity stake in Global Payments Inc. through a series of hedged collar transactions and underwritten share offering and representing the underwriters in Hudson City Bancorp’s $3.93 billion second-step conversion and common stock offering, which was at the time the largest public stock offering in the history of the U.S. banking industry.

Mr. Meyerson has been ranked as one of the leading M&A and banking lawyers in the United States in a number of recent surveys, including The American Lawyer, which selected him as a “Dealmaker of the Year” for both 2008 (no. 4) and 2005, Chambers’ USA: America’s Leading Lawyers for Business 2013 (Financial Institutions M&A – Band 1; Financial Services Regulation – Band 2; Corporate/M&A – Band 3), Who’s Who Legal 2013 (“Top 10” lawyer in Banking), The Legal 500 US 2013 (Leading lawyer in Financial Services:  Regulatory and M&A:  mega-deals), The Best Lawyers in America (Banking and Finance Law 2012), Practicing Law Company Yearbook 2009 (“Highly Recommended Individual”), and BTI’s 2008 Client Service All-Star Team for Corporate Transactions.  On October 22, 2009, the Financial Times awarded Mr. Meyerson and his team the 2009 Innovative Lawyers award for their work relating to the “U.S. Financial Crisis and Downturn 2009.”  He is a frequent speaker and author on issues concerning the financial services industry, including co-chairing PLI’s annual Institutes on the Financial Services System for the past five years. 

Mr. Meyerson joined Simpson Thacher in 1981 and became a partner in 1989.  He received his A.B., magna cum laude, in 1977 from Duke University and his J.D. from New York University School of Law in 1981 where he was Editor of the New York University Law Review.

Speaking Engagements

  • Co-Chair of PLI's Annual Banking Law Institute, 2009-2013

  • Penn State/New York City Bar Annual Institute on Corporate, Securities and Related Aspects of Mergers and Acquisitions, "Acquisitions in the Financial Services Industry" panel, 2008-2013 

  • Northwestern Law School 29th Garrett Corporate and Securities Law Institute, "Developments in the Capital Markets following the Financial Crisis"
    April 30, 2009

  • NYU Law School, "The Meltdown of 2008: Causes, Cures and Consequences"
    April 4, 2009

  • American Constitution Society/Columbia Law School, "Financial Regulation, Corporate Governance and Securities Litigation: What Does the Future Hold?"
    February 17, 2009

•  Association of the Bar of the City of New York
Supplementary Leverage Ratio Standards: An Update
Enhanced Prudential Standards for Large U.S. Bank Holding Companies
Delaware Chancery Court Holds Financial Advisor Liable for Aiding and Abetting Fiduciary Duty Breaches
Federal Reserve Issues Final Regulations on Enhanced Prudential Standards for Foreign Banking Organizations
The Volcker Rule and Private Funds: Final Regulations Are Out
OCC Updates Guidance on Third-Party Risk Management
New Quantitative Liquidity Requirements Proposed
Federal Agencies Revise Proposed Securitization Risk Retention Rules
Federal Reserve Adopts Final U.S. Bank Capital Standards Under Basel III
Delaware Chancery Court Upholds Forum Selection Bylaws
Delaware Chancery Court Applies Business Judgment Rule to Controlling Stockholder Merger Transaction
Federal Reserve Finalizes Key Definition to Be Used in Making “SIFI” Designations
Federal Banking Agencies Revamp Guidance on Leveraged Lending
Basel Oversight Committee Endorses Revised Liquidity Standards and Extends Fully Phased-In Compliance to 2019
Mortgage Reform Update: CFPB Issues Final Rule on Residential Mortgage Lending Requirements
Bank Liquidity Requirements: Basel Oversight Committee Endorses Revised Liquidity Standards and Extends Fully Phased-In Compliance to 2019
New Regulatory Framework for Foreign Banks with U.S. Operations
Federal Reserve Issues Guidance on Pre-Filing Reviews of Bank and Nonbank Acquisitions and Other Proposals
Basel III Update: Federal Reserve Proposes New Bank Capital Framework
Delaware Chancery Court Delays Martin Marietta’s Takeover Attempt of Vulcan Materials Due to Confidentiality Agreement Breaches
Volcker Rule Update: Federal Reserve Issues Guidance on Conformance Period for Entities Engaged in Proprietary Trading or Fund Activities
Federal Banking Agencies Propose Revised Guidance on Leveraged Finance
Federal Banking Regulators Clarify Effective Date for the Swaps “Push-Out” Rule Under Dodd-Frank
SEC Responds to Proxy Access No-Action Requests
The Federal Reserve’s Evolving Financial Stability Analysis in Bank and Nonbank Acquisitions
Regulating Systemically Important Financial Companies
Financial Stability Oversight Council Releases Proposed Rules and Interpretive Guidance on Designations of Systemically Important Nonbank Financial Companies
Regulations Proposed to Implement the Volcker Rule
Federal Reserve Issues Regulations for Savings and Loan Holding Companies
Proxy Access Rule Vacated by D.C. Circuit
Reflections on Dodd-Frank: A Look Back and a Look Forward
Federal Reserve Issues Final Rule Regulating Debit Interchange Fees and Network Exclusivity
Delaware Chancery Court Addresses Revlon Applicability in Cash/Stock Transactions
Federal Reserve Proposes Changes to Regulation Z to Implement New “Ability-to-Repay” Requirement for Residential Mortgage Loans
U.S. Banking Regulators Order Changes to Policies and Practices of Major Mortgage Servicers
Securitization After Dodd-Frank: A Look at the Proposed Risk Retention Rules
U.S. Regulators Propose Rules on Incentive-Based Compensation Arrangements at Large Financial Institutions
Delaware Chancery Court Reaffirms Poison Pill and “Just Say No” Defense in Airgas Takeover Battle
Federal Reserve Issues Proposed Transition Rules for “Volcker Rule” Compliance
The Volcker Rule Provisions in the Dodd-Frank Wall Street Reform and Consumer Protection Act
U.S. Congress Nears Completion of Landmark Financial Services Reform Legislation
The Impact on Private Equity and Hedge Funds of the Financial Regulatory Reform Bills: A Legislative Update
FDIC Issues Guidance on Policy Statement for Investments in Failed Banks
"Bank Failures: Man the Lifeboats," Euromoney (November 3, 2009)
"Next Global Crisis Won’t Look Like the Last," New York Times DealBook (October 17, 2009)
FDIC Adopts Final Statement of Policy on Private Investor Purchases of Failed Banks
FDIC Proposed Policy Statement on Private Capital Investor Purchases of Failed Banks
Treasury Department Outlines Reforms to U.S. Financial Supervision and Regulation
Federal Banking Regulators Adopt Shelf Approval Process to Facilitate Bidding by Private Equity Funds on Failing and Failed Depository Institutions
Federal Deposit Insurance Corporation Adopts Temporary Liquidity Guarantee Program Final Rule
Federal Deposit Insurance Corporation Temporary Liquidity Guarantee Program
Federal Reserve Policy Statement on Equity Investments in Banks and Bank Holding Companies
Federal Reserve Issues Final Rules on Trust Preferred and Other Capital Instruments
Legal Developments In The Pending Acquisition Of The MONY Group Inc. By AXA Financial, Inc.
American Insurance Association v. Garamendi: U.S. Supreme Court Rejects Efforts to Address Holocaust-Era Insurance Claims Through State Insurance Laws
Restrictions on Transactions Between Depository Institutions and Their Affiliates
Delaware Supreme Court's NCS Healthcare Decision May Limit Effectiveness of Voting Agreements From Majority Stockholders as Deal Protection Measures (December 2002)
Terrorism Risk Insurance Act of 2002
Anti-Money Laundering Regulations Issued Pursuant to the USA Patriot Act
Federal Deposit Insurance Reform
A New Roadmap For Going-Private Transactions (December 2001)
Analysis of Proposed and Interim Rules Relating to Financial Holding Companies
Federal Reserve and Comptroller Issue Regulations Pursuant to the Gramm-Leach-Bliley Act
The Gramm-Leach-Bliley Act
Federal Reserve Approves Merger of Travelers and Citicorp
Travelers Group, Citicorp and the Federal Reserve
Regulating the Use of Confidential Information in Tender Offer Financing:  A Common Law Solution, 55 New York University Law Review 838, 1980
Speaking Engagements
•  Lee Meyerson Co-Chairs PLI's "Banking Law Institute 2013"
December 18, 2013
•  Lee Meyerson to Speak at New York City Bar/Penn State Law’s 10th Annual Institute on Mergers & Acquisitions and Corporate Governance on September 27, 2013
September 24, 2013
•  New York 1982
•  New York University School of Law, 1981 J.D.
New York University Law Review, Editor
•  Duke University, 1977 A.B.
magna cum laude

•  Corporate
•  Mergers and Acquisitions
•  Capital Markets and Securities
•  Corporate Governance
•  Public Company Advisory Practice
•  Financial Institutions Practice
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