Melisa Brower is an associate in the Compensation, Governance and ERISA practice.

She focuses on a wide variety of compensation-related matters in capital markets and M&A transactions, with emphasis on disclosure and issues arising in securities offerings.  She has advised domestic and non-U.S. issuers on regulatory requirements relating to compensation and benefits matters and assists clients with proxy disclosure, Section 16 compliance and corporate governance matters.

• Advanced Disposal Services, Inc. on its anticipated acquisition by Waste Management for approximately $4.9 billion

• Altice USA in:
  • its agreement to sell 49.99 % of its LightPath fiber enterprise business to Morgan Stanley Infrastructure Partners for an implied enterprise value of $3.2 billion and in its pending $310 million acquisition of the assets of Morris Broadband
  • connection with the initial public offering of its Class A common stock, and BofA Merrill Lynch, as underwriters, in Homology Medicines Inc.’s, Axonics Modulation Technologies Inc. and Y-mAbs Therapeutics, Inc.’s respective initial public offerings of common stock

• Anglo American plc on the combination of its nuGen™ Zero Emissions Haulage Solution with First Mode Holdings
• Boston Scientific Corporation in its acquisition of Apollo Endosurgery, Inc. and Baylis Medical Company Inc.
• Coca-Cola European Partners and Sasol Limited in its registration of securities for issuance to employees
• The Dow Chemical Company in its $130 billion transaction with DuPont involving combination of the two companies and separating them into three publicly trading entities and the resulting $50 billion spin-off of Dow Inc.; the divestiture of its ethylene acrylic acid business to SK; the sale of its European extruded polystyrene foam (XPS) business to Ravago SA. and the sale of its Rheinmünster, Germany site and S/A latex facility located at the site to Trinseo S.A.
• Compensation committee of Fannie Mae in relation to corporate governance matters
• Glatfelter Corporation in its acquisition of Jacob Holm for approximately $302 million
• Invox in its acquisition of F-Star
• KMG Chemicals on its acquisition by Cabot Microelectronics Corporation for approximately $1.6 billion in a cash and stock merger transaction
• Measurabl, Inc. in its acquisition of Hatch Data Inc.
• Mother Lode Holding Co. in connection with its acquisition by First American Financial Corporation
• Société Générale on its plan to form a joint venture with AllianceBernstein
• Stone Point Capital LLC in its acquisition of TechEssential Holdings, Inc. and AMC Holdings, Inc. Altice USA, Inc. in its separation and spin-off from Altice N.V.
• TPG Inc. on the executive compensation, equity incentive, and senior executive and founder retention matters and related governance and disclosure considerations in connection with its $1 billion initial public offering
• Altice USA, Inc., Boston Scientific Corporation, TELUS International (Cda), Inc. and TPG Inc. in relation to executive compensation, disclosure and governance advice

• Recognized as a “Rising Star” in the area of Labor and Employment by Euromoney Legal Media Group (2022).

Publications & Speaking Engagements

• Contributor to the publication of the Shearman & Sterling’s annual survey of the compensation-related corporate governance practices of the largest 100 domestic issuers
• “Sweat Equity: Contributing Beyond the Bottom Line” Panelist at Kayo Quarterly Webinar Series, November 2021
• “CEO Pay Ratio Rule: What You Need to Know” live webcast presenter, sponsored by the Knowledge Group, July 2020