Cravath’s New York Office Moves to Two Manhattan West
Matthew Morreale is Head of the Environmental Practice. He advises Cravath’s clients on environmental matters relating to mergers and acquisitions, securities offerings, financings and other business transactions, as well as on environmental‑related proceedings and investigations. Mr. Morreale also regularly counsels companies and their boards of directors on matters relating to Environmental, Social and Governance (ESG) concerns, including with respect to shareholder engagement and proposals, disclosure and proxy requirements, sustainability reporting, acquisition and investment diligence and integration matters. Clients describe Mr. Morreale as “an excellent lawyer who understands the complex regulatory impacts on companies, including emerging climate change issues.”
Mr. Morreale has worked on hundreds of transactions across all industries in the U.S. and internationally, including deals in heavy manufacturing; oil and gas (exploration and production, transport, refining and services); chemical refining; shipping; power generation; cement and aggregates production; automobile assembly; pulp and paper; iron and steel; mining; electronics; telecommunications; food services; publishing; and retail chains. Mr. Morreale also provides counseling on environmental compliance matters; environmental and toxic tort litigation; environmental indemnification disputes; and environmental aspects of periodic reporting obligations under securities laws.
Mr. Morreale regularly lectures and writes on environmental topics, such as disclosure obligations under SEC requirements, including those relating to climate change and other ESG matters. He has been a member of the adjunct faculty of Columbia Law School since 2008, as well as Cardozo School of Law from 2003 to 2013, and has taught courses on environmental concerns in business transactions and on the law of climate change. In addition, Mr. Morreale serves on the Board of Directors of the Columbia Journal of Environmental Law (since 1997) and Environmental Advocates of New York (since 2014).
Mr. Morreale has been repeatedly cited as one of the country’s leading environmental practitioners by, among others, Chambers USA, The Legal 500 US, The Best Lawyers in America, Who’s Who Legal: Environment and Lawdragon.
Mr. Morreale was born in Garden City, New York. He received a B.A.S. (focus in mechanical and systems engineering) and a B.A. in 1990 and an M.S. in Geology in 1994, all from the University of Pennsylvania, and a J.D. from Columbia Law School in 1997, where he was a Harlan Fiske Stone Scholar and a Senior Editor for Articles and Notes of the Journal of Environmental Law.
Mr. Morreale joined Cravath in 1998 and was elected a partner in 2011. Prior to joining Cravath, he practiced environmental law, including regulatory and litigation matters, at a law firm in New York.
Mr. Morreale has worked on hundreds of transactions across all industries in the U.S. and internationally, including deals in heavy manufacturing; oil and gas (exploration and production, transport, refining and services); chemical refining; shipping; power generation; cement and aggregates production; automobile assembly; pulp and paper; iron and steel; mining; electronics; telecommunications; food services; publishing; and retail chains. Mr. Morreale also provides counseling on environmental compliance matters; environmental and toxic tort litigation; environmental indemnification disputes; and environmental aspects of periodic reporting obligations under securities laws.
Mr. Morreale regularly lectures and writes on environmental topics, such as disclosure obligations under SEC requirements, including those relating to climate change and other ESG matters. He has been a member of the adjunct faculty of Columbia Law School since 2008, as well as Cardozo School of Law from 2003 to 2013, and has taught courses on environmental concerns in business transactions and on the law of climate change. In addition, Mr. Morreale serves on the Board of Directors of the Columbia Journal of Environmental Law (since 1997) and Environmental Advocates of New York (since 2014).
Mr. Morreale has been repeatedly cited as one of the country’s leading environmental practitioners by, among others, Chambers USA, The Legal 500 US, The Best Lawyers in America, Who’s Who Legal: Environment and Lawdragon.
Mr. Morreale was born in Garden City, New York. He received a B.A.S. (focus in mechanical and systems engineering) and a B.A. in 1990 and an M.S. in Geology in 1994, all from the University of Pennsylvania, and a J.D. from Columbia Law School in 1997, where he was a Harlan Fiske Stone Scholar and a Senior Editor for Articles and Notes of the Journal of Environmental Law.
Mr. Morreale joined Cravath in 1998 and was elected a partner in 2011. Prior to joining Cravath, he practiced environmental law, including regulatory and litigation matters, at a law firm in New York.
American Bar Association
New York City Bar Association
Columbia Law School
Cardozo School of Law
Columbia Journal of Environmental Law
Environmental Advocates of New York
Best Lawyers in America
Chambers USA
Lawdragon
The Legal 500 Hall of Fame
The Legal 500 US
Who’s Who Legal
Deals & Cases
June 11, 2024
Cravath represented the initial purchasers in connection with the €600 million and $750 million 144A/Reg. S high‑yield senior secured notes offering and the €150 million and $200 million 144A/Reg. S high‑yield additional senior secured notes offering of Iliad Holding S.A.S. (“Iliad”), a leading European telecommunications provider. The notes were listed on The International Stock Exchange. The transactions closed on May 14, 2024, and May 16, 2024, respectively.
Deals & Cases
June 03, 2024
Cravath represented the underwriters in connection with the $1.65 billion registered senior notes offering of MPLX LP, a master limited partnership formed by Marathon Petroleum Corporation. MPLX LP owns, operates, develops and acquires pipelines and other midstream assets related to the transportation and storage of crude oil, refined products and other hydrocarbon-based products. The transaction closed on May 20, 2024.
Deals & Cases
May 28, 2024
On May 28, 2024, United States Cellular Corporation (“UScellular”) announced that it has entered into a definitive agreement to sell its wireless operations and select spectrum assets to T‑Mobile for a purchase price of $4.4 billion, including a combination of cash and up to approximately $2 billion of assumed debt. Under the terms of the agreement, T‑Mobile will acquire UScellular’s wireless operations and approximately 30% of its spectrum assets across several spectrum bands. In addition, T‑Mobile will enter into a new master license agreement with UScellular on more than 2,000 towers. The agreement follows a thorough strategic review process announced in August 2023 and has been unanimously recommended by the independent directors of UScellular and unanimously approved by the Board of Directors of UScellular. Cravath is representing the independent directors of UScellular in connection with the transaction.
Deals & Cases
May 16, 2024
Cravath represented the joint lead arrangers and joint bookrunners in connection with $1.3 billion of credit facilities made available to Cedar Fair, L.P., and certain of its subsidiaries, as part of the financing transactions undertaken in connection with the pending merger of Cedar Fair, L.P. and Six Flags Entertainment Corporation, two of the largest regional amusement park operators in the world. The facilities consisted of a $1.0 billion term loan facility and a $300 million revolving credit facility. The transaction closed on May 1, 2024.
Deals & Cases
May 07, 2024
On May 7, 2024, Ashland Inc. (“Ashland”), a global additives and specialty ingredients company, announced that it has signed a definitive agreement to sell its nutraceuticals business to Turnspire Capital Partners LLC. Cravath is representing Ashland in connection with the transaction.
Activities & Publications
April 09, 2024
On April 5, 2024, the Harvard Law School (HLS) Forum on Corporate Governance published an article written by Cravath partners John W. White, Matthew Morreale, Elad Roisman, Michael L. Arnold and Kimberley S. Drexler entitled “A Deeper Dive into the SEC’s Landmark Climate Disclosure Rules for Public Companies.” The article examines the U.S. Securities and Exchange Commission’s recently adopted final rules requiring climate‑related disclosures for public companies, outlining key takeaways of the final rules and the timeline for compliance. The article was originally prepared by Cravath as part of a longer memo for clients in March 2024.
Activities & Publications
March 18, 2024
On March 18, 2024, Cravath prepared a memo for its clients entitled “A Deeper Dive into the SEC’s Landmark Climate Disclosure Rules for Public Companies.” The memo examines in depth the U.S. Securities and Exchange Commission’s recently adopted final rules requiring climate‑related disclosures for public companies. The memo outlines key takeaways of the final rules; the timeline for compliance; the background of the SEC’s focus on disclosure regarding climate change; the concept of materiality as used in the rules; the rules’ applicability to FPIs and other issuers; ongoing litigation challenging the validity of the rules; and next steps for public companies and their advisors to plan for compliance.
Activities & Publications
March 08, 2024
On March 8, 2024, Cravath prepared a memo for its clients entitled “SEC Adopts Climate Disclosure Rules for Public Companies.” The memo examines the U.S. Securities and Exchange Commission’s recently adopted final rules requiring climate-related disclosures for public companies. It provides a high-level summary of the key requirements of the final rules relevant to public companies and their advisors.
Activities & Publications
October 10, 2023
On October 9, 2023, Cravath prepared a memo for its clients entitled “California Legislature Passes and Governor Newsom Signs Landmark California Climate Bills.” The memo examines the California legislature’s two recently passed climate disclosure bills, known respectively as the Climate Corporate Data Accountability Act and the Climate‑Related Financial Risk Act, which were signed into law by Governor Gavin Newsom on October 7, 2023, and currently constitute the most extensive set of mandatory climate disclosures in the United States. The memo outlines key features of the bills, including their important differences from the SEC’s proposed climate rule, what specific details in the bills remain undefined or otherwise uncertain and next steps for companies to consider as they prepare for these disclosure obligations.
Activities & Publications
May 18, 2023
On May 11, 2023, enterprise climate platform Watershed published a Q&A on its blog authored by Cravath partners Matthew Morreale and Michael L. Arnold entitled “Ask a lawyer: What does the SEC’s climate rule mean for 10‑K filings?” The Q&A examines how the SEC’s proposed climate disclosure rule could impact domestic public companies’ annual Form 10‑K processes, which requirements will be the most challenging for those companies to comply with and why it’s important for companies to start preparing now.
Matthew Morreale is Head of the Environmental Practice. He advises Cravath’s clients on environmental matters relating to mergers and acquisitions, securities offerings, financings and other business transactions, as well as on environmental‑related proceedings and investigations. Mr. Morreale also regularly counsels companies and their boards of directors on matters relating to Environmental, Social and Governance (ESG) concerns, including with respect to shareholder engagement and proposals, disclosure and proxy requirements, sustainability reporting, acquisition and investment diligence and integration matters. Clients describe Mr. Morreale as “an excellent lawyer who understands the complex regulatory impacts on companies, including emerging climate change issues.”
Mr. Morreale has worked on hundreds of transactions across all industries in the U.S. and internationally, including deals in heavy manufacturing; oil and gas (exploration and production, transport, refining and services); chemical refining; shipping; power generation; cement and aggregates production; automobile assembly; pulp and paper; iron and steel; mining; electronics; telecommunications; food services; publishing; and retail chains. Mr. Morreale also provides counseling on environmental compliance matters; environmental and toxic tort litigation; environmental indemnification disputes; and environmental aspects of periodic reporting obligations under securities laws.
Mr. Morreale regularly lectures and writes on environmental topics, such as disclosure obligations under SEC requirements, including those relating to climate change and other ESG matters. He has been a member of the adjunct faculty of Columbia Law School since 2008, as well as Cardozo School of Law from 2003 to 2013, and has taught courses on environmental concerns in business transactions and on the law of climate change. In addition, Mr. Morreale serves on the Board of Directors of the Columbia Journal of Environmental Law (since 1997) and Environmental Advocates of New York (since 2014).
Mr. Morreale has been repeatedly cited as one of the country’s leading environmental practitioners by, among others, Chambers USA, The Legal 500 US, The Best Lawyers in America, Who’s Who Legal: Environment and Lawdragon.
Mr. Morreale was born in Garden City, New York. He received a B.A.S. (focus in mechanical and systems engineering) and a B.A. in 1990 and an M.S. in Geology in 1994, all from the University of Pennsylvania, and a J.D. from Columbia Law School in 1997, where he was a Harlan Fiske Stone Scholar and a Senior Editor for Articles and Notes of the Journal of Environmental Law.
Mr. Morreale joined Cravath in 1998 and was elected a partner in 2011. Prior to joining Cravath, he practiced environmental law, including regulatory and litigation matters, at a law firm in New York.
Mr. Morreale has worked on hundreds of transactions across all industries in the U.S. and internationally, including deals in heavy manufacturing; oil and gas (exploration and production, transport, refining and services); chemical refining; shipping; power generation; cement and aggregates production; automobile assembly; pulp and paper; iron and steel; mining; electronics; telecommunications; food services; publishing; and retail chains. Mr. Morreale also provides counseling on environmental compliance matters; environmental and toxic tort litigation; environmental indemnification disputes; and environmental aspects of periodic reporting obligations under securities laws.
Mr. Morreale regularly lectures and writes on environmental topics, such as disclosure obligations under SEC requirements, including those relating to climate change and other ESG matters. He has been a member of the adjunct faculty of Columbia Law School since 2008, as well as Cardozo School of Law from 2003 to 2013, and has taught courses on environmental concerns in business transactions and on the law of climate change. In addition, Mr. Morreale serves on the Board of Directors of the Columbia Journal of Environmental Law (since 1997) and Environmental Advocates of New York (since 2014).
Mr. Morreale has been repeatedly cited as one of the country’s leading environmental practitioners by, among others, Chambers USA, The Legal 500 US, The Best Lawyers in America, Who’s Who Legal: Environment and Lawdragon.
Mr. Morreale was born in Garden City, New York. He received a B.A.S. (focus in mechanical and systems engineering) and a B.A. in 1990 and an M.S. in Geology in 1994, all from the University of Pennsylvania, and a J.D. from Columbia Law School in 1997, where he was a Harlan Fiske Stone Scholar and a Senior Editor for Articles and Notes of the Journal of Environmental Law.
Mr. Morreale joined Cravath in 1998 and was elected a partner in 2011. Prior to joining Cravath, he practiced environmental law, including regulatory and litigation matters, at a law firm in New York.
American Bar Association
New York City Bar Association
Columbia Law School
Cardozo School of Law
Columbia Journal of Environmental Law
Environmental Advocates of New York
Best Lawyers in America
Chambers USA
Lawdragon
The Legal 500 Hall of Fame
The Legal 500 US
Who’s Who Legal
Deals & Cases
June 11, 2024
Cravath represented the initial purchasers in connection with the €600 million and $750 million 144A/Reg. S high‑yield senior secured notes offering and the €150 million and $200 million 144A/Reg. S high‑yield additional senior secured notes offering of Iliad Holding S.A.S. (“Iliad”), a leading European telecommunications provider. The notes were listed on The International Stock Exchange. The transactions closed on May 14, 2024, and May 16, 2024, respectively.
Deals & Cases
June 03, 2024
Cravath represented the underwriters in connection with the $1.65 billion registered senior notes offering of MPLX LP, a master limited partnership formed by Marathon Petroleum Corporation. MPLX LP owns, operates, develops and acquires pipelines and other midstream assets related to the transportation and storage of crude oil, refined products and other hydrocarbon-based products. The transaction closed on May 20, 2024.
Deals & Cases
May 28, 2024
On May 28, 2024, United States Cellular Corporation (“UScellular”) announced that it has entered into a definitive agreement to sell its wireless operations and select spectrum assets to T‑Mobile for a purchase price of $4.4 billion, including a combination of cash and up to approximately $2 billion of assumed debt. Under the terms of the agreement, T‑Mobile will acquire UScellular’s wireless operations and approximately 30% of its spectrum assets across several spectrum bands. In addition, T‑Mobile will enter into a new master license agreement with UScellular on more than 2,000 towers. The agreement follows a thorough strategic review process announced in August 2023 and has been unanimously recommended by the independent directors of UScellular and unanimously approved by the Board of Directors of UScellular. Cravath is representing the independent directors of UScellular in connection with the transaction.
Deals & Cases
May 16, 2024
Cravath represented the joint lead arrangers and joint bookrunners in connection with $1.3 billion of credit facilities made available to Cedar Fair, L.P., and certain of its subsidiaries, as part of the financing transactions undertaken in connection with the pending merger of Cedar Fair, L.P. and Six Flags Entertainment Corporation, two of the largest regional amusement park operators in the world. The facilities consisted of a $1.0 billion term loan facility and a $300 million revolving credit facility. The transaction closed on May 1, 2024.
Deals & Cases
May 07, 2024
On May 7, 2024, Ashland Inc. (“Ashland”), a global additives and specialty ingredients company, announced that it has signed a definitive agreement to sell its nutraceuticals business to Turnspire Capital Partners LLC. Cravath is representing Ashland in connection with the transaction.
Activities & Publications
April 09, 2024
On April 5, 2024, the Harvard Law School (HLS) Forum on Corporate Governance published an article written by Cravath partners John W. White, Matthew Morreale, Elad Roisman, Michael L. Arnold and Kimberley S. Drexler entitled “A Deeper Dive into the SEC’s Landmark Climate Disclosure Rules for Public Companies.” The article examines the U.S. Securities and Exchange Commission’s recently adopted final rules requiring climate‑related disclosures for public companies, outlining key takeaways of the final rules and the timeline for compliance. The article was originally prepared by Cravath as part of a longer memo for clients in March 2024.
Activities & Publications
March 18, 2024
On March 18, 2024, Cravath prepared a memo for its clients entitled “A Deeper Dive into the SEC’s Landmark Climate Disclosure Rules for Public Companies.” The memo examines in depth the U.S. Securities and Exchange Commission’s recently adopted final rules requiring climate‑related disclosures for public companies. The memo outlines key takeaways of the final rules; the timeline for compliance; the background of the SEC’s focus on disclosure regarding climate change; the concept of materiality as used in the rules; the rules’ applicability to FPIs and other issuers; ongoing litigation challenging the validity of the rules; and next steps for public companies and their advisors to plan for compliance.
Activities & Publications
March 08, 2024
On March 8, 2024, Cravath prepared a memo for its clients entitled “SEC Adopts Climate Disclosure Rules for Public Companies.” The memo examines the U.S. Securities and Exchange Commission’s recently adopted final rules requiring climate-related disclosures for public companies. It provides a high-level summary of the key requirements of the final rules relevant to public companies and their advisors.
Activities & Publications
October 10, 2023
On October 9, 2023, Cravath prepared a memo for its clients entitled “California Legislature Passes and Governor Newsom Signs Landmark California Climate Bills.” The memo examines the California legislature’s two recently passed climate disclosure bills, known respectively as the Climate Corporate Data Accountability Act and the Climate‑Related Financial Risk Act, which were signed into law by Governor Gavin Newsom on October 7, 2023, and currently constitute the most extensive set of mandatory climate disclosures in the United States. The memo outlines key features of the bills, including their important differences from the SEC’s proposed climate rule, what specific details in the bills remain undefined or otherwise uncertain and next steps for companies to consider as they prepare for these disclosure obligations.
Activities & Publications
May 18, 2023
On May 11, 2023, enterprise climate platform Watershed published a Q&A on its blog authored by Cravath partners Matthew Morreale and Michael L. Arnold entitled “Ask a lawyer: What does the SEC’s climate rule mean for 10‑K filings?” The Q&A examines how the SEC’s proposed climate disclosure rule could impact domestic public companies’ annual Form 10‑K processes, which requirements will be the most challenging for those companies to comply with and why it’s important for companies to start preparing now.
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