Paul M. Tiger’s practice focuses on public and private merger and acquisition transactions and private equity investments.

He also provides advice regarding stockholder activism, corporate governance matters, and fiduciary duties of officers and directors to corporations and their boards. In 2015, Law360 named Paul one of its “Rising Stars” in recognition of his handling of “complex deals that defied easy solutions for high-profile clients.”

Paul joined the firm in 2006 and became a partner in 2014. Prior to joining Cleary, he worked as an associate at a law firm in Portland, Oregon, from 2004 to 2006. Paul is also licensed as a certified public accountant in Oregon (now inactive).

Notable Experience

Selected public company transactions and related experience:

  • BlueMountain Capital in its proxy contest at PG&E and in its successful settlement thereof.

  • National Amusements (the Redstone family holding company) in connection with its investments in CBS and Viacom.

  • Dun & Bradstreet in its $6.9 billion all-cash sale of the company.

  • Cushman & Wakefield in connection with Vanke Service’s subscription for 4.9% of the ordinary shares in Cushman, and in its $831 million IPO.

  • Kindred Healthcare in its $4.1 billion acquisition by a consortium led by TPG Capital, Welsh Carson Anderson & Stowe, and Humana.

  • Tiffany & Co. in its entry into settlement agreements with JANA Partners and Francesco Trapani.

  • Family Dollar Stores in its $9.3 billion cash/stock acquisition by Dollar Tree and rejection of a hostile tender offer by Dollar General.

  • TPG Specialty Lending (a TPG affiliate) in its proxy contests at TICC Capital.

  • Scientific Games in its $1.5 billion acquisition of WMS Industries.

  • Alpha Natural Resources in its $8.5 billion acquisition of Massey Energy Company.

  • Manitou BF S.A. in its successful tender offer and follow-on second-step merger to acquire Gehl Company.

  • Cascade Investment, LLC (the personal investment vehicle of Bill Gates) in various matters, including its buyout (together with Kingdom Hotels International and Isadore Sharp) of Four Seasons Hotels.

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Selected strategic/corporate transactions:

  • Stanley Black & Decker in various transactions, including its $690 million acquisition of the IES Attachments group, its $725 million divestiture of the majority of its mechanical security businesses to dormakaba, its $1.4 billion divestiture of its hardware and home improvement business to Spectrum Brands, and its acquisition of CRC-Evans International, Inc.

  • Roquette Frères S.A. in its acquisition of the Sethness Products Company.

  • International Seaways in its $434 million acquisition of six “VLCC” vessels from Euronav NV in connection with the closing of Euronav’s acquisition of Gener8 Maritime, Inc.

  • OCI N.V. in its announced $8 billion combination with CF Industries and in a $630 million equity investment by Consolidated Energy Limited in its greenfield methanol project in Beaumont, Texas, in exchange for a 50% stake.

  • Google in its $2.9 billion sale of Motorola Mobility’s mobile devices business to Lenovo.

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Selected private equity transactions:

  • A consortium led by TPG, PAG Asia Capital, and the Ontario Teachers’ Pension Plan in its acquisition of Cushman & Wakefield and in its previous acquisitions of Cassidy Turley and DTZ.

  • TPG in numerous matters, including its acquisition and subsequent $2 billion sale of Envision Pharmaceutical Services to Rite Aid Corporation, and its investment in Creative Artists Agency.

  • TPG Sixth Street Partners in various private transactions.

  • The Raine Group in connection with its investment in Vice Group Holding Inc., the parent company of Vice Media.

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Other relevant experience:

  • Goldman Sachs & Co. in its role as financial advisor on various transactions.

  • Barclays Capital in its purchase of Lehman Brothers’ North American investment banking and capital markets businesses and its Manhattan headquarters and certain other real estate.

  • Nationstar Mortgage in its acquisition of the mortgage origination business of Greenlight Financial Services.

  • Codelco in its acquisition of a 29.5% stake in Anglo American Sur and subsequent refinancing of a $1.87 billion acquisition loan.

  • JPMorgan Chase in its acquisitions of RBS Sempra Commodities’ North American power and gas commodities operations and global oil, metals, agricultural, plastics, and European energy commodities operations.

  • U.S. Bancorp in the contribution of the long-only asset management business of FAF Advisors to Nuveen Investment.

  • ING in the sale of its U.S. broker-dealer business to Lightyear Capital.

  • Citigroup in its sale of Phibro to Occidental Petroleum.

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Publications

The Role of the Board in M&A,” Financier Worldwide Magazine (June 2019)

The Challenge of Internal Forecasts for Directors in the M&A Context,” Selected Issues for Boards of Directors in 2019 (January 16, 2019)

Lessons From the CBS-NAI Dispute: Who is an ‘Independent’ Director in the Context of a Controlled Company,” Cleary M&A and Corporate Governance Watch (October 22, 2018)

Lessons From the CBS-NAI Dispute: Can Stockholders Rely on Stock Exchange Rules to Prevent Dilution of Their Voting and Economic Interests?,” Cleary M&A and Corporate Governance Watch (October 10, 2018) 

Lessons From the CBS-NAI Dispute: The Limitations of ‘Street Name’ Ownership in Effectively Exercising Stockholder Rights,” Cleary M&A and Corporate Governance Watch (October 3, 2018)

Lessons From the CBS-NAI Dispute: The Applicability of Rule 14c-2 and the 20-day Waiting Period to Stockholder Actions by Written Consent,” Cleary M&A and Corporate Governance Watch (October 1, 2018) 

Practical Tips to Navigate the Developing Market of Representation and Warranty Insurance,” The M&A Lawyer, Volume 19, Issue 7 (July/August 2015).

Events