Spencer L. Harrison
Locations
Bar Admissions
New York California
Education
New York University School of Law, J.D., Law Review: Annual Survey of American Law (Articles Editor, 1974-75) Yale University, B.A.
Spencer L. (Jerry) Harrison chairs the firm's Employee Benefits and Executive Compensation practice and advises clients on all aspects of employee benefits and executive compensation.
Executive Compensation: Jerry regularly counsels public and private companies, compensation committees, chief executive officers and other senior corporate executives in the negotiation and structuring of executive employment and severance agreements, change of control and retention agreements, equity compensation plans, "profits interest" plans, deferred compensation plans and rabbi trust arrangements. He has also represented management teams in private equity deals and in other merger and acquisition transactions.
Employee Benefits: Jerry regularly counsels large and medium-size employers on broad-based employee benefit plans, including the design, implementation, drafting and operating of qualified and nonqualified retirement plans, profit sharing, 401(k), employee stock ownership and stock bonus plans, as well as health and other welfare plans. He has extensive experience in the benefits aspects of mergers and acquisitions and corporate financings and restructurings. He also advises tax-exempt organizations on compensation and benefits issues, including those applying to Section 403(b) plans and Section 457 arrangements.
Federal Taxation: Jerry regularly counsels clients on the tax aspects of domestic and international mergers, acquisitions, joint ventures and corporate finance. Also, Jerry represents clients on tax planning projects and disputes with federal and state taxing authorities. Jerry regularly counsels not-for-profits.
Selected Matters
- Representation of Flushing Financial Corp., the holding company for Flushing Bank, in its proposed merger with OceanFirst Bank N.A. in a transaction valued at $579 million.
- Representation of Cyclerion Therapeutics, Inc. in the sale of the rights to two drugs to a company newly-formed by certain existing Cyclerion shareholders and venture capital firms in exchange for cash and shares of stock in the new company.
- Representation of global information technology company Wipro in its purchase of Rizing, an award-winning systems, applications and product company (SAP)
- Representation of financial advisory firm Geller & Co. in connection with the sale of Geller’s outsourced CFO and business services division to Bloomberg LP
- Representation of global information technology company Wipro in its acquisition of Edgile, a cybersecurity consulting provider
- Representation of Grab Holdings Inc., Southeast Asia’s leading super app, in its merger with SPAC Altimeter Growth Corp., a transaction that took Grab public in the largest SPAC merger ever ascribing to Grab a pro-forma equity value of approximately $39.6 billion
- Representation of ANI Pharmaceuticals in its acquisition of generic drugmaker Novitium Pharma
- Representation of British sports and fashion retailer JD Sports Fashion in its acquisition of athletic footwear and apparel streetwear retailer DTLR Villa
- Representation of Wipro in connection with the acquisition of engineering services company Eximius Design
- Representation of Kensington Acquisition Corp., a special purpose acquisition company, in connection with its $3.3 billion merger with QuantumScape, an electric vehicle battery supplier backed by Volkswagen Group
- Representation of British pub and hotel operator JD Wetherspoon in its $175 million (141 million pound) multinational equity offering
- Representation of Bluestar and affiliates in connection with the acquisition of Hurley International from Nike
- Representation of global information technology leader Infosys in its acquisition of Simplus, the global leader of Salesforce quote-to-cash
- Representation of CBS Corp. in connection with its merger with Viacom Inc. in an all-stock deal worth $30 billion
- Representation of Platinum Equity in its $1.9 billion acquisition of Wesco Aircraft
- Representation of the founder and CEO of United Family Healthcare, Roberta Lipson, in connection with the $1.44 billion sale of the Chinese private hospital operator and healthcare provider to New Frontier Corp., a Hong Kong-based investment vehicle
- Representation of the Independent Directors of Ironwood Pharmaceuticals, Inc. in connection with the public spinoff of Cyclerion Therapeutics, Inc. and related sponsor $175 million equity financing
- Representation of Chiltern International Ltd. in its sale to diagnostics company Laboratory Corp. of America Holdings for $1.2 billion
- Representation of MSG Sports in connection with the combination of Counter Logic Gaming, of which MSG Sports previously owned a controlling interest, with NRG, a professional gaming and entertainment company. As a result of the transaction, MSG Sports now owns a noncontrolling equity interest in the larger, combined NRG/CLG company
- Representation of Greenbriar Equity Group LLC in its sale of transportation management firm Transplace Holdings LLC to TPG Capital
- Representation of Brambles Ltd. in the sale of its North American recycled pallets business to private equity firm Grey Mountain Partners
- Representation of Wipro in its acquisition of U.S.-based cloud services company Appirio for $500 million and business process as a service provider HealthPlan Services for $460 million
- MediaNews Group: Billion-dollar deal with The McClatchy Co. and Hearst by which MediaNews acquired four newspapers formerly owned by Knight-Ridder
- Commercial Plastics & Supply Co. Inc.: Sale of operations to GE Plastics, a division of General Electric Co.
- Representation of ARCO Chemical Co. in the $565 million acquisition of Olin Corp.'s chemical division
- Representation of Liechtenstein Global Trust in the sale of its asset management division to Amvescap for $1.3 billion
- Representation of SGS Societe Generale in the sale of GAB Robins to Brera for $165 million
- Representation of Alstomas purchaser in a stock acquisition of SASIB SpA for $280 million
- Representation of Allied Signal (Honeywell) in the sale of its laminate systems business
- Representation of Arsia Therapeutics in its sale to Eagle Pharmaceuticals
- Representation of Coopers & Lybrand LLP in the acquisition of Kwasha Lipton
- Representation of Knight-Ridder Inc. in its $1.65 billion acquisition of four newspapers from The Walt Disney Co.
- Representation of NWA Inc., a subsidiary of Northwest Airlines Corp., in its purchase of a commuter airline, Express Airlines I Inc.
- Representation of TheStreet.com in connection with its initial organization and venture capital financings
Professional Activities
- Member, American Bar Association (Taxation Section)
News & Insights For Spencer L. Harrison
View All News & InsightsHughes Hubbard Advising Flushing Financial Corporation on its Merger with OceanFirst Financial Corp.
Hughes Hubbard is advising Flushing Financial Corp, the holding company for Flushing Bank, on its entry into a definitive merger agreement with OceanFirst Financial Corp.
40 Hughes Hubbard Lawyers Named to Best Lawyers in America 2026
The 2026 edition of Best Lawyers in America has named 40 Hughes Hubbard lawyers to its list, recognizing them as top legal talent across key industries and practice areas.
Hughes Hubbard Advises Aso O. Tavitian Foundation on Gift of 330+ Works of Art to the Clark Art Institute
As reported in The New York Times, the firm advised the Aso O. Tavitian Foundation on its gift to the Sterling and Francine Clark Art Institute of an extraordinary collection of 331 works of art. The gift also included more than $45 million to build a new wing for the collection, and to fund a new curator’s position.
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