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Allen & Overy LLP
1221 Avenue of the Americas
New York
NY 10020
United States

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  Brian Jebb

Partner

New York

Brian is head of the U.S. Employment and Benefits practice. He specializes in cross-border and U.S. employment and employee benefit arrangements with particular expertise in advising global institutions on their international employment and benefits issues. Brian is valued by clients for his ability to advise clearly on complex matters, and is published regularly on employment and benefit matters, including being a regular contributor to the A&O Employment Talks blog.

Brian has wide experience of all employment and benefit aspects of corporate transactions, including M&As, LBOs, spin-offs and IPOs. He advises public and private companies and private equity firms on, amongst other matters, the design and implementation of their annual and long-term incentive compensation plans, hiring and reduction of workforce, employment and separation agreements, restrictive covenants, equity incentive compensation arrangements, severance and retention arrangements, taxation, ERISA, securities and regulatory laws.

Brian advises private equity funds on executive compensation and ERISA issues in transactions. Brian also advises on ERISA issues in credit agreements, transactions and plan asset issues in venture capital arrangements.

Brian is also the Chair of the New York Recruitment Committee.

Experience

Thomson Reuters on HR issues globally with respect to its agreement to sell a majority stake in its Financial & Risk business to a consortium led by the Blackstone Group LP for approximately $17 billion.

Google on a series of employment and benefits projects in 78 countries.

DXC Technology Company (DXC), the NYSE-listed global IT services provider, on its Reverse Morris Trust transaction involving Hewlett Packard Enterprise Company's global enterprise services segment and Computer Sciences Corporation (CSC), which had a transaction value at closing of approximately $14 billion and resulted in the formation of DXC.

A U.S.-based major financial institution on setting up and maintaining a detailed employment law library and conducting offer letter and employment policy reviews in over 60 jurisdictions.

Hitachi Ltd. on its $1.4 billion acquisition of JR Automation Technologies, LLC, an automated manufacturing and distribution technology solutions company based in Holland, Michigan.

Macquarie Investment Management on its acquisition of Foresters’ Investment Management Business, the investment adviser of the First Investors funds, with approximately $12.3 billion in assets under management.

Greif, Inc., the NYSE-listed, Ohio-based global industrial packaging company, in connection with its acquisition of Caraustar Industries, a recycled paperboard and packaging solutions company, from H.I.G. Capital, for approximately $1.8 billion.

Graphite India Limited on its definitive agreement to acquire a 46% stake in U.S.-based General Graphene Corporation for $18.6 million.

Ibstock plc, a manufacturer of clay and concrete building products, in connection with the sale of Glen-Gery, its U.S. brick manufacturing business, to Brickworks Limited, an Australian listed company for an enterprise value of $110 million.

Revised employment agreements and employment documentation for a global manufacturing company.

Provided U.S. and global employment law advice for a global pharmaceutical company.

Provided advice for a global media and publishing company on its U.S. and global employment law obligations.

Deutsche Börse AG in connection with the $100 million purchase of Gain Capital’s GTX ECN business, a platform for institutional trading of foreign exchange.

Fresenius Kabi, the global health care company, in connection with its agreement to acquire Akorn, Inc., a Chicago-based manufacturer of prescription and over-the-counter pharmaceutical products, for approximately $4.3 billion.

The Carlyle Group on the disposal of the Zodiac Pool Group to Rhône Capital.

Stratas Foods LLC on its acquisition of Supreme Oil Company, Incorporated. 

AB Mauri North America (a subsidiary of Associated British Foods) on its acquisition of the business and assets of Specialty Blending Co., LLC, a subsidiary of Flowers Foods, Inc. 

ACH Food Companies, Inc. (a subsidiary of Associated British Foods) in connection with the sale of their spices business to B&G Foods for approximately $365 million in cash.

Thomson Reuters on the sale of its Intellectual Property & Science Business to Onex and Baring for $3.55 billion.

Deutsche Börse on its $1.1 billion sale of International Securities Exchange Holdings, Inc. to Nasdaq.

GE on its agreement to acquire Metem Corporation, a leading innovator and high-volume supplier of advanced machining and engineering solutions for turbine engine super-alloy components in the power generation and aerospace industries worldwide.

Coca-Cola Iberian Partners on its approximately $27 billion three-way merger with Coca-Cola Enterprises and Coca-Cola Erfrischungsgetränke, to form Coca-Cola European Partners.

CSC on its approximately $6 billion spin-off of CSRA and special dividend and the approximately $2.3 billion merger of CSRA and SRA International.

Fiskars, the Finnish home and gardens products company, on its $437 million acquisition of china and glass maker Wedgwood, Waterford and Royal Doulton (WWRD) from U.S. private equity firm KPS Capital Partners.

GE Capital Aviation Services (GECAS), the aircraft leasing unit of GE on the agreement to acquire Milestone Aviation Group, the Dublin-based helicopter lessor, for $1.8 billion.

Imperial Tobacco on the $7.1 billion acquisition of the Winston, Salem, Kool and Maverick cigarette brands and the blu e-cigarette brand and related businesses from Reynolds American in connection with the $27.4 billion Reynolds-Lorillard merger.

IMI on its $1.1 billion sale of its global retail dispense businesses to Berkshire Hathaway unit, Marmon Holdings.

Novartis on managing the HR issues in a number of jurisdictions relating to the sale of its Emeryville, California-based Diagnostics Unit to Grifols, for $1.7 billion.

Drafting equity and incentive plans with a cross-border effect for a number of clients including, for example, OCI, Ibstock Plc and HERE Technologies.

Professional qualifications

Admitted: Bar of the State of New York, 2006

Formerly admitted to practice in New South Wales

Formerly admitted to practice in Western Australia

Academic qualifications

LL.M., New York University School of Law, 2005

LL.B., University of Western Australia, 1994

Published work

Bloomberg BNA: Implementing Compensation Clawbacks In a Global Economy, May 2019

Bloomberg BNA: How the Push for Greater Compensation Reporting Requirements Could Put Global Companies at Risk, August 2018

Bloomberg BNA: Governments are Increasingly Turning to Pay Disclosure Requirements in an Attempt to Even the Corporate Playing Field, June, 2018

Contributions to the A&O Employment Talk blog headed “Rethinking U.S. executive compensation to optimize tax-deductibility”, January 2018; "Salary history questions restricted in USA", July 2017; and "Happy birthday ERISA", October 2014.

Publication in HR Director magazine, "How President Trump is impacting US employment law", August 2017.

The Big Think 5th Edition, "Cybersecurity - the threat from within", September 2016.

The Big Think 4th Edition, "Working 9 to 5, What way will you make a living", focusing on flexible ways of working, December 2015.

Client Alert: Proposed Clawback Rules under the Dodd-Frank Wall Street Reform and Consumer Protections Act, July 2015.

Client Alert: SEC Proposed New Pay-Versus-Performance Disclosure Rules, May 2015.

The Big Think 3rd Edition, "Data with Destiny", focusing on data privacy, protection and the promise of high-value HR, February 2015.

The Big Think 2nd Edition, "When Two Becomes One", focusing on employment issues in mergers, May 2014.

"Spin-offs" co-author, Practical Law Company, 2010.

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​Related publications

"INSIGHT: How the Push for Greater Compensation Reporting Requirements Could Put Global Companies at Risk" - August 2018

INSIGHT: Governments are Increasingly Turning to Pay Disclosure Requirements in an Attempt to Even the Corporate Playing Field" - June 2018

"Rethinking U.S. executive compensation to optimize tax-deductability", - January 2018

"How President Trump is impacting US employment law" - HR Director magazine, August 2017

"Salary history questions restricted in USA", - July 2017

The Big Think 5th Edition - "Cyber Security - the threat from within" - September 2016

The Big Think 4th Edition - "New forms of employment l the legal challenge"- December 2015

Proposed Clawback Rules under the Dodd-Frank Wall Street Reform and Consumer Protections Act - July 2015

SEC Proposed New Pay-Versus-Performance Disclosure Rules - May 2015

The Big Think 3rd Edition, "Data with Destiny", focusing on data privacy, protection and the promise of high-value HR - February 2015

"Happy Birthday ERISA" October 2014

The Big Think 2nd Edition, "When Two Becomes One", focusing on employment issues in mergers - May 2014

"Spin-offs" co-author, Practical Law Company, 2010.

 

Experience highlights

 

USD14bn: Represented DXC Technology Company on its Reverse Morris Trust transaction involving Hewlett Packard Enterprise Company’s global enterprise services segment and Computer Sciences Corporation.14bn: Represented DXC Technology Company on its Reverse Morris Trust transaction involving Hewlett Packard Enterprise Company’s global enterprise services segment and Computer Sciences Corporation.

USD6bn: Represented CSC on its spin-off of CSRA and the $2.3bn merger of CSRA and SRA International.
 
USD3.55bn: Represented Thomson Reuters on the sale of its Intellectual Property & Science Business to Onex and Baring.

 

Other experience

 

Advising:

Thomson Reuters on HR issues globally with respect to its agreement to sell a majority stake in its Financial & Risk business to a consortium led by the Blackstone Group LP for approximately USD17 bn.

Google on the rules and restrictions applicable to atypical worker relationships in 72 countries.
 
Setting up and maintaining a detailed employment law library and conducting offer letter and employment policy reviews for a U.S.-based major financial institution in over 60 jurisdictions.
 
Thomson Reuters on the sale of its Intellectual Property & Science Business to Onex and Baring for USD3.55 bn.
 
DXC Technology Company (DXC), the NYSE-listed global IT services provider, on its Reverse Morris Trust transaction involving Hewlett Packard Enterprise Company's global enterprise services segment and Computer Sciences Corporation (CSC), which had a transaction value at closing of approximately USD14 bn and resulted in the formation of DXC.
 
CSC on its approximately USD6 bn spin-off of CSRA and special dividend and the approximately USD2.3 bn merger of CSRA and SRA International.
 
Imperial Tobacco on the USD7.1 bn acquisition of the Winston, Salem, Kool and Maverick cigarette brands and the blu e-cigarette brand and related businesses from Reynolds American in connection with the USD27.4 bn Reynolds-Lorillard merger.
 
Novartis on its sale of its Emeryville, California-based Diagnostics Unit to Grifols, for USD1.7 bn.
 


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