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Andrew Carlon 

 
Partner – New York
T.+1 212 504 6378
andrew.carlon@cwt.com
200 Liberty Street
New York, NY 10281 V-CARD

Andrew Carlon advises clients on the tax aspects of mergers and acquisitions and other complex corporate transactions. He supports public and private companies, sponsors and investors on structuring transactions to achieve efficient and commercially effective outcomes.

His practice focuses on a broad range of transactions, including private company acquisitions and disposals, joint ventures, public company transactions and cross-border restructurings. Andrew also advises on spin-offs and related transactions, including pro rata spin-offs, split-offs, Morris Trust transactions and IPO-spin combinations.

Andrew also works with clients on the tax considerations arising in capital markets transactions, including debt and equity offerings and syndicated financings, providing integrated advice across corporate and financing activities. 

Recognition

  • Lawdragon – 500 Leading Global Tax Lawyers (inaugural) (2025)

  • Advising AerCap on its US$30bn acquisition of GE Capital Aviation Services, US$28bn acquisition of ILFC from AIG, and multiple high-yield and hybrid securities offerings.

  • Advising Alliant Techsystems on the Morris Trust merger of Aerospace and Defense with Orbital Sciences, spinoff of its Sporting Group, and US$985m acquisition of Bushnell Group.
  • Advising Ashland on the IPO and tax-free separation of its Valvoline business.
  • Advising Barnes & Noble on the spinoff of Barnes & Noble Education and its acquisition of Microsoft’s preferred interest in NOOK Media.
  • Advising Daily Mail and General Trust on its £1.425bn sale of Risk Management Solutions to Moody’s.
  • Advising Delta Air Lines on its acquisition of 49% of Virgin Atlantic from Singapore Airlines and the related transAtlantic joint venture with Virgin.
  • Advising DTE Energy on the US$7bn spinoff of its midstream business, DT Midstream.
  • Advising Frank McCourt Jr. on the sale of a majority equity investment in MGG Investment Group to Conning & Company.
  • Advising Grupo Villar Mir and Grupo FerroAtlántica on their combination with Globe Specialty Metals.
  • Advising H.J. Heinz and 3G Capital on Heinz’s US$60bn merger with Kraft Foods Group to form The Kraft Heinz Company.
  • Advising Honeywell on its US$300m sale of Honeywell Technology Solutions to KBR, the spinoff of AdvanSix, and its US$90bn proposal to acquire United Technologies.
  • Advising IBM on numerous acquisitions and dispositions, including acquisition of The Now Factory and the US$2.3bn sale of its x86 server business to Lenovo.
  • Advising The Jones Group on its US$2.2bn sale to Sycamore Partners and its acquisition of Stuart Weitzman.
  • Advising Jose Cuervo on its US$205m acquisition of Pendleton Whisky brands.
  • Advising Mason Capital Management on its US$475m acquisition of the CB&I storage solutions business from McDermott International.
  • Advising Peugeot on its US$50bn merger with Fiat Chrysler to form Stellantis.
  • Advising RELX Group on its acquisitions of Shadow Health, BehavioSect, and ID Analytics, and its joint venture with Knowable.
  • Advising Starwood Hotels on its US$13.3bn sale to Marriott International.
  • Advising TSD Mobility Solutions on its sale to The Reynolds and Reynolds Company.
  • Advising The Walt Disney Company on its acquisition of 21st Century Fox, related asset sales including Fox Regional Sports Networks to Sinclair, Endemol Shine’s acquisition by Banijay Group, and additional Fox asset dispositions.

*Certain representations occurred prior to Andrew's association with Cadwalader.

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Andrew Carlon 

Practice Areas

Admissions

  • New York

Education

  • University of Virginia School of Law
    J.D.
  • Georgetown University
    B.S.F.S., magna cum laude
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