Jack S. Levin, P.C.

Partner Mergers & Acquisitions Private Equity

jack.levin@kirkland.com

Chicago +1 312 862 2004

Practices

Overview

Mr. Levin has concentrated his practice on complex business transactions, including mergers, acquisitions, buyouts, private equity and venture capital investing, formation of private equity funds, debt and equity restructurings and workouts, and executive compensation, with emphasis on tax, corporate, SEC, and structuring aspects, handling transactions ranging in size from millions to billions of dollars.

Earlier in his legal career, Mr. Levin (then a litigator) served as lead trial and appellate counsel in:

8 U.S. Supreme Court arguments
12 U.S. Court of Appeals arguments
3 U.S. District Court trials (including 1 week jury trial)

American Lawyer Magazine Commentary:
"The Top 50 Big Law Innovators of the Last 50 Years"

In August 2013, The American Lawyer magazine named Mr. Levin one of the 50 American lawyers who "over the last 50 years…had an outsize impact on the [legal] profession," by helping (in American Lawyer's words) to lay "the legal groundwork for the then nascent private equity industry," developing "frameworks for dealing with ratios for sharing profits between management and capital providers, general partners versus limited partners, tax ramifications, carried interest, and senior borrowing versus subordinate[d] borrowing."

The Best Lawyers in America

In connection with the 30th anniversary of The Best Lawyers in America publication, Mr. Levin was recognized in 2014 in a special supplement highlighting the few attorneys who had been honored continuously in each annual edition of Best Lawyers® since its 1983 inception. Mr. Levin has been recognized in the areas of Leveraged Buyouts and Private Equity Law, Corporate M&A and Securities Law, Tax Law, Venture Capital Law, Corporate Law, and Corporate Governance and Compliance Law.

Experience

Handled numerous private equity, venture capital, LBO, and fund formation matters for Madison Dearborn Partners, GTCR, Willis Stein Partners, First Chicago, Bank of America, Summit Partners, and many others. Handled numerous mergers, acquisitions, and other transactions involving Concord EFS, Gaylord Container, BWAY, Crate & Barrel, Rand McNally, Dayton P&L, Exide, and many others.

Education

Harvard Law School, LL.B., 1961, summa cum laude, ranking 1st in class of 500, Harvard Law Review, Recent Case Editor
Northwestern University, B.S., 1958, summa cum laude
Certified Public Accountant and Winner of Illinois Gold Medal on CPA Exam, 1958

Government Positions

Assistant to the Solicitor General of the United States for tax matters under Archibald Cox and Thurgood Marshall (1965–1967)
Law clerk to Chief Judge J. Edward Lumbard of the United States Court of Appeals, Second Circuit (1961–1962)
Advisor (on business and entity taxation) to President Bush's Tax Reform Panel (2005)
Member Illinois State Treasurer's Advisory Board on Growth & Technology Investing (2004–2022)

Teaching and University Service

Harvard Law School, teaching course on "Structuring Venture Capital and Entrepreneurial Transactions" (Winter term, approximately biennially from 1997–2020)
University of Chicago Law School, teaching course on "Structuring Venture Capital and Entrepreneurial Transactions" (Spring quarter each year from 1988–2020)
Harvard Board of Overseers Committee for Visiting the Harvard Law School (1987–1993)
Member, Harvard Law School Leadership Council of Chicago (2011–2020)
Northwestern University Masters in Taxation Program, formerly periodic guest lecturer
Northwestern University Graduate School of Management, guest lecturer on Venture Capital and Entrepreneurship (1984–1989)
DePaul University Masters in Taxation Program, teaching course on Corporate Organizations and Reorganizations (1976)
Chair or Co-Chair of Harvard Law School fund raising drives (1986, 1991, 1996, 2001, 2006, 2011)
Mid-West Co-Chair of Harvard Law School Capital Campaign (2004–2008)
Planning Committee for Northwestern University Law School Annual Ray Garrett, Jr. Corporate & Securities Law Institute (1986–2001)

Other Professional Distinctions

Testified before congress on tax legislation, including House Ways & Means Committee on taxation of private equity funds 9/07
American College of Tax Counsel
American Bar Association, Section of Corporate, Business and Banking Law and Section of Taxation (former Chairman of the Corporate Distributions Subcommittee 1968–1979)
Chicago Bar Association (former member of Taxation Committee Executive Board)
Little, Brown & Co. and CCH Tax Advisory Boards
American Law Institute and its Subchapter C (corporate tax) Advisory Group
Chicago Federal Tax Forum (Chairman 1986–1987)

"Lifetime Achievement" & "Lawyer of the Year" Selections

May 2000 — American Jewish Committee Learned Hand Award for contributions to the legal profession and the community, presented by United States Supreme Court Justice Ruth Bader Ginsburg
December 2002 — Illinois Venture Capital Association lifetime achievement award for service to the private equity/venture capital community, presented by then Illinois Sen. (subsequently President) Barack Obama
May 2005 — Chambers & Partners' global attorney lifetime achievement award for pioneering legal work in private equity/venture capital, presented in London by then U.K. Prime Minister Tony Blair's spouse
November 2005 — Illinois Holocaust Museum and Education Center humanitarian of the year award
2010 — Best Lawyers "Tax Lawyer of the Year - Chicago" for achievements in high-profile tax law work in a large legal community
March 2011 — Association for Corporate Growth Chicago lifetime achievement award for role in helping to develop the legal and tax framework for the private equity/venture capital industry
2014 — Best Lawyers "Corporate Lawyer of the Year — Chicago" for achievements in high-profile corporate law work in a large legal community
June 2023 — Texas State Bar Association Tax Legends Award

Rankings & Recognition

Chambers USA, America's Leading Lawyers for Business — Selected as a leading lawyer in Corporate/M&A, Private Equity and Tax and described as "the father of private equity" and "extraordinarily talented" with a "wealth of experience in LBOs."
Chambers Global, World's Leading Lawyers for Business — Selected as a leading lawyer in Corporate/M&A, Private Equity, Tax and Investment Funds.
Best Lawyers in America — Listed in the areas of Leveraged Buyouts and Private Equity Law, Corporate M&A and Securities Law, Tax Law, Venture Capital Law, Corporate Law, and Corporate Governance and Compliance Law.
Crain's Who's Who in Chicago Business — Named among Chicago's business elite "whose advice and financial support is sought by the city's most important political, civic and business organizations."
Leading Lawyers Network — Named one of the "Top Ten Leading Lawyers in Illinois."

Other rankings include:

Which Lawyer? Global 50 (under both Corporate/M&A and Tax) — Practical Law Company
World Tax — International Tax Review
Guide to the World's Leading Tax Advisers — Euromoney
The Law & Leading Lawyers Worldwide: M&A — Global Counsel M&A Handbook
International Who's Who of Corporate Tax Lawyers —Law Business Research
International Who's Who of Private Funds Lawyers — Law Business Research
Who’s Who Legal: M&A and Governance — Law Business Research
Who's Who in America — Marquis
Survey of Leading Taxation Lawyers — Mondaq Business Briefing
The LawDragon 500 — LawDragon
Super Lawyers — Illinois
Global Counsel 3000 — Practical Law Company

Assistant to Solicitor General of the United States for Tax Matters, under Archibald Cox and Thurgood Marshall, 1965–1967

Law ClerkChief JudgeUnited States Court of Appeals for the Second Circuit1961–1962

Thought Leadership

Press Mentions

Featured in several articles, including:

Top 50 Big Law Innovators of the Last 50 Years
The American Lawyer — 8/1/13

Chicago Attorney Helped Define, Refine Private Equity Sector
Chicago Daily Law Bulletin — 7/28/05

In the News
Chicago Daily Law Bulletin — 6/21/05

M&A Pioneers Adapt to the Ever-Changing Game
Chicago Lawyer — 1/1/05

Trading Places, Changing Paces
Crain's Chicago Business — 11/15/04

Jack Levin, Senior Partner, Kirkland & Ellis LLP
LawCrossing.com — 4/19/04

Workshop Focuses on Salvaging Investments Gone Sour
The Wall Street Journal — 4/1/02

60 Seconds With Jack S. Levin of Kirkland & Ellis
ePrairie.com — 5/31/01

Institutionalizing a Legendary Venture Capital Practice
Of Counsel — 11/3/97

Authored or co-authored several books:

Structuring Venture Capital, Private Equity, and Entrepreneurial Transactions
(1 volume, 1,400 page treatise co-authored by Jack S. Levin along with Donald E. Rocap, first published 1994, updated and republished annually) Wolters Kluwer Law & Business - most recent edition September 2024

Mergers, Acquisitions, and Buyouts
(5 volume, 5,000 page treatise co-authored by Jack S. Levin along with Donald E. Rocap and the late Prof. Martin D. Ginsburg, first published 1989, updated and republished semi-annually) Wolters Kluwer Law & Business - most recent edition June 2024

To order either of these publications in online, hard copy or CD-ROM version, contact Wolters Kluwer Law & Business at (800) 638-8437 or visit their website at https://lrus.wolterskluwer.com/store/

Authored or co-authored numerous articles, books, and chapters:

Pointers for PE Firms — Post Sun Capital ERISA Ruling (with Jeffrey Quinn and Alexandra Mihalas)
Law360 — 11/1/2012

Carried Interest Legislative Proposals and Enterprise Value Tax (along with Donald E. Rocap and William R. Welke)
Tax Notes — 11/1/2010

The Jobs Act's Harsh New Deferred Compensation Rules (along with Donald E. Rocap and Keith E. Villmow)
Tax Notes — 9/12/2005

Divide and Conquer: Why and How to Bifurcate Your LBO's Equity Structure (along with Sandy E. Perl and Shelly M. Hirschtritt)
The Venture Capital Review — Spring 2004

Revisiting Golden Parachutes (along with Donald E. Rocap and the late Prof. Martin D. Ginsburg)
Tax Notes — 1/12/2004

Navigating Down Round Financings: A Guide for VCs (along with Margaret A. Gibson and Mariano E. Martinez)
The Venture Capital Review — Summer 2003

Two-part article: Triple Whammy (Part I), Down Not Out (Part II)
The Daily Deal — 1/30/2003 & 1/31/2003

What Every Private Equity Professional Must Know About Sarbanes-Oxley Reforms (along with James S. Rowe and Robert M. Hayward)
The Venture Capital Review — Fall/Winter 2002

How CEOs, CFOs Can Avoid Criminal Exposure Under Sarbanes-Oxley Certification Provisions (along with Craig Primis and Laurence Urgenson)
Business Crimes Bulletin — October 2002

Investment Adviser Regulation of Private Equity Fund General Partner (along with Scott A. Moehrke)
The Venture Capital Review — Summer 2002

Integrated Corporate Acquisitions: Comments on Rev. Rul. 2001-46 (along with the late Prof. Martin D. Ginsburg)
Tax Notes — 10/22/01

Integrated Acquisitive Reorganizations (along with the late Prof. Martin D. Ginsburg)
Tax Notes — 6/11/01

Surprising Tax Issues for Shareholder-Execs Receiving Unvested Stock for Vested Stock in Reorg (along with Donald E. Rocap and the late Prof. Martin D. Ginsburg)
Tax Notes — 12/4/00

How VC/PE Funds Can Deliver Special LTCG Tax Benefits to Individual LPs and GPs (along with Jeffrey T. Sheffield, Donald E. Rocap and William R. Welke)
The Venture Capital Review — Fall 2000

Structuring a Buyout -- What Every VC Professional Must Know
The Venture Capital Review — Fall 1999

Five New Tax Developments Private Equity Investors Must Know in Structuring a Buyout or Venture Investment (along with William R. Welke)
The Venture Capital Review — Spring 1999

Structuring Buyouts for "Recap" Accounting -- Maximizing Target's Post-Acquisition Book Earnings and IPO Value (along with William R. Welke)
The Venture Capital Review — Spring 1998

Evaluating Proposals to Tax Intragroup Spin-Offs (along with the late Prof. Martin D. Ginsburg)
Tax Notes — 7/14/97

Important Fund Formation Developments -- Or Five Things Every Private Equity Fund Sponsor Must Know (along with Bruce I. Ettelson and Donald E. Rocap)
The Venture Capital Review — 1997

The Subchapter S One-Class-of-Stock Regulation (along with the late Prof. Martin D. Ginsburg)
Tax Notes — 10/9/95

Code Section 162(m) - $1 Million Deduction Limit on Executive Compensation (along with the late George B. Javaras and William R. Welke)
Tax Notes — 5/9/94

A Transactional Guide to New Code Section 197 (along with Donald E. Rocap)
Tax Notes — 10/25/93

Code Section 162(m) - New $1 Million Deduction Limitation on Executive Compensation (along with the late George B. Javaras and William R. Welke)
Tax Notes — 10/4/93

Final Section 1504(a)(5) Regulation - Effect of Subsidiary's Options, Warrants, and Convertible Debentures on Subsidiary's Affiliated Group Membership (along with Patrick C. Gallagher and William R. Welke)
Tax Notes — 4/5/93

Author of approximately 50 other articles and chapters of books on mergers, acquisitions, private equity, tax, corporate, SEC, and accounting issues including Tax Law Review; The Tax Lawyer; Journal of Taxation; Tax Notes; American Bar Association Journal; Taxes Magazine; Venture Capital Review; New York University Institute on Taxation book; University of Southern California Major Tax Planning book; Tulane Tax Institute book; Chicago Bar Record; New York Law Journal; PLI books; Illinois Institute on Continuing Legal Education books; Chicago Sunday Tribune; Journal of Buyouts & Acquisitions; Chicago Kent Law Review

Speaker at many tax, private equity, venture capital, fund formation, merger & acquisition, and other conferences and seminars:

Practising Law Institute seminars on tax, SEC, and accounting aspects of corporate acquisitions, buyouts, financings, and reorganizations

American Bar Association and ALI/ABA national institutes

Chicago and Illinois Bar Association seminars

Illinois Institute on Continuing Legal Education seminars

Federal, California, and Colorado Bar Association seminars

Tax and/or corporate institutes sponsored by Hawaii Tax Institute, University of Chicago, New York University, Tulane University, Miami University, Georgetown University, University of Virginia, University of Southern California, Southwestern Legal Foundation, Chicago Kent, Northwestern University, Southern Federal Tax Institute, University of California Securities Regulation Institute, Chicago Estate Planning Council, National Association of Estate Planning Councils, Chicago Federal Tax Forum, Chicago Tax Club, national and regional meetings of the American Society of Corporate Secretaries, Association of General Counsel, American Bankers Association, National Association of Small Business Investment Companies, Association for Corporate Growth, International Fiscal Association, McGraw-Hill and Harcourt Brace, Wharton Enterprise Institute

Recognition

American Jewish Committee, President of Chicago Chapter (2011–2013) and National Board of Governors (2005–present)

Parliamentarian, Winnetka (IL) Town Meeting (1974–1983, 1989, 1995–1996)

President, Birchwood Club, Highland Park, IL (1980–1982)

Board of Directors, Mid-America Club, Chicago (1985–1988)

Chairman, Chicago JUF Lawyers Division (1993–1995) and Vice Chairman (1991–1993)

Member, Illinois Holocaust Museum & Education Center's Board of Trustees (2015–2022)

Member, American Israel Public Affairs Committee's Illinois State Council Executive Board

Credentials

Admissions & Qualifications

1961Illinois

Courts

Supreme Court of the United States

Education

Harvard Law SchoolLL.B.summa cum laude1961

Ranking 1st in class of 500

Recent Case Editor, Harvard Law Review
Northwestern UniversityB.S.summa cum laude1958