Biography

Kaitlin was previously a member of the Firm’s Private Equity and Mergers & Acquisitions practice and worked on a variety of public and private transactions, as well as with private equity funds, in connection with acquisitions and divestitures.
Kaitlin advised on the corporate governance and securities regulation issues in connection with the following recent transactions:
- Advent International in the $2.7 billion sale of Sovos Brands, Inc. to Campbell Soup Company
- American Securities LLC in its $860 million sale of General Chemical Corporation to Chemtrade Logistics Income Fund
- Avista Healthcare Public Acquisition Corp. in its acquisition of Organogenesis Inc. and its proposed merger with Envigo International Holdings, Inc.
- Cardtronics plc in its $2.5 billion sale to NCR Corporation
- Dow Inc. in its approximately $40 billion spin-off from DowDuPont Inc. as part of DowDuPont's separation into three independent, publicly traded companies, one each for its agriculture, materials science and specialty products businesses
- Eli Lilly and Company in its $5.4 billion acquisition of the animal health business of Novartis AG
- Eli Lilly and Company in its $8.2 billion exchange of its approximately 82% remaining interest in Elanco Animal Health Incorporated for Lilly common shares held by its shareholders
- EO Charging in its proposed $675 million business combination with First Reserve Sustainable Growth Corp., a SPAC sponsored by First Reserve Corporation
- Foley Trasimene Acquisition Corp., a SPAC sponsored by Bilcar FT, LP and Trasimene Capital FT, LP., in its $7.3 billion combination with Alight Solutions LLC
- Fortress Value Acquisition Corp., a SPAC sponsored by Fortress Investment Group, in its $1.5 billion business combination with Secure Natural Resources and MP Materials
- Healthcare Merger Corp., a SPAC sponsored principally by Shulman Ventures and MTS Health Partners, in its merger with SOC Telemed in a transaction that implies an initial enterprise value of $720 million
- Irving Place Capital Management and Agiliti Holdco, Inc. (f/k/a Universal Hospital Services, Inc.) in Agliti’s combination with Federal Street Acquisition Corp. (FSAC), a SPAC sponsored by Thomas H. Lee Partners, in a new holding company formed by FSAC named Agiliti Health, Inc. (n/k/a Agiliti, Inc.), having an implied enterprise value of approximately $1.74 billion
- L’Oréal USA in its acquisition of NYX Cosmetics
- Levine Leichtman Capital Partners in its sale of Luminator Technology Group to Audax Group
- Magellan Health, Inc. in its $2.2 billion merger with Centene Corporation
- MSP Recovery, LLC in its $32.6 billion business combination with Lionheart Acquisition Corp. II, a SPAC sponsored by Lionheart Equities
- Sears Holdings Corporation in the $5.2 billion sale of its core assets to ESL Investments Inc., in connection with its chapter 11 proceedings
- TPG Inc. in its pending approximately $2.7 billion acquisition of Angelo, Gordon & Co., L.P.
- Valeant Pharmaceuticals International, Inc. (n/k/a Bausch Health Companies) in its $495 million acquisition of the worldwide rights to the cancer vaccine, Provenge, and certain other assets from Dendreon Corporation
- Victor Technologies Group, Inc. (at the time a portfolio company of Irving Place Capital) in its approximately $947 million sale to Colfax Corporation
- York Capital Management, Valinor Management and Halcyon Capital Management, principal equity owners of NextDecade, LLC, in the $1 billion reverse merger of NextDecade with SPAC Harmony Merger Corp.
Kaitlin has played a key role advising on the following recent IPOs:
- Austerlitz Acquisition Corporation I, a SPAC sponsored by Trasimene Capital Management, LLC, in its $629 million initial public offering
- Austerlitz Acquisition Corporation II, a SPAC sponsored by Trasimene Capital Management, LLC, in its $1.3 billion initial public offering
- Elanco Animal Health Incorporated, the animal health division of Eli Lilly and Company, in its $1.7 billion initial public offering to finance, primarily, its purchase of the portion of Lilly's animal health businesses Elanco is acquiring in connection with its spin-off from Lilly
- Foley Trasimene Acquisition Corp. II, a SPAC sponsored by Trasimene Capital FT, LP II, in its $1.5 billion initial public offering
- Foley Trasimene Acquisition Corp., a SPAC sponsored by Bilcar FT, LP and Trasimene Capital FT, LP., in its $1 billion initial public offering
- Fortistar Sustainable Solutions Corp., a SPAC sponsored by an affiliate of Fortistar LLC, in its $259 million initial public offering
- Goldman Sachs, as selling stockholder, in the $125 million initial public offering of ProSight Global, Inc.
- INC Research, LLC (a portfolio company of Avista Capital Partners and Ontario Teachers’ Pension Plan) in its $173 million initial public offering
- Lantheus Holdings, Inc. (a portfolio company of Avista Capital Partners) in its initial public offering
- Marquee Raine Acquisition Corp., a SPAC sponsored by an affiliate of The Raine Group LLC and Marquee Sports Holdings SPAC I, LLC, in its $374 million initial public offering
- Portillo’s, Inc. (a portfolio company of Berkshire Partners) in its $466 million initial public offering
- Sovos Brands (a portfolio company of Advent International) in its $322 million initial public offering
- TPG Inc. in its $1.1 billion initial public offering
- TPG Pace Beneficial II Corp., a SPAC sponsored by TPG Pace Group, in its $400 million initial public offering
- TPG Pace Solutions Corp., a SPAC sponsored by TPG Pace Group, in its $285 million initial public offering
- Trebia Acquisition Corp., a SPAC sponsored by affiliates of Trasimene Capital Management and Bridgeport Partners organized to acquire target businesses in the financial services, technology, software, data, analytics, services and related industries, in its $518 million initial public offering, together with a $75 million forward purchase agreement with an affiliate of Cannae Holdings, Inc.
Prior to joining the Firm, Kaitlin was a corporate public and media relations manager in the Global Strategic Media Group at Weber Shandwick. In this role, she managed media relations strategies for Fortune 1000 clients by designing and implementing communications plans and managing issues relating to litigation, regulation, financial and market performance, personal finance and investment products. She also developed and executed strategic leadership transition plans and general media visibility plans for CEOs and other senior leaders.
Kaitlin is recognized for Corporate Governance and Compliance Law by Best Lawyers: Ones to Watch 2023. She was a recipient of the Lawyers Alliance for New York’s 2021 Individual Cornerstone Award in recognition of her exceptional pro bono legal services to the nonprofit sector.
Kaitlin received her J.D. from New York Law School, cum laude, where she served as the Editor in Chief of the New York Law School Law Review, and her B.A. from Dartmouth College.
Awards and Recognition, Firm News & Announcements, Speaking Engagements, Guides and Resources, Latest Thinking
Awards and Recognition
- Kaitlin Descovich Recognized for Corporate Governance and Compliance Law Award Brief — Best Lawyers: Ones to Watch 2023 (Best Lawyers (in America) is by Levine Leichtman Capital Partners)
Firm News & Announcements
- Weil Advises Mudrick Capital in Financing for Getaround Deal Brief — September 11, 2023
- Weil Lawyers Named to 2022 Capital Pro Bono Honor Roll Firm Announcement — July 27, 2023
Latest Thinking
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Looking Ahead to the 2024 Proxy Season: ISS Annual Policy Survey – Continued Focus on Climate Change and Governance
Blog Post — Weil Governance & Securities Watch
— By
Lyuba Goltser,
Kaitlin Descovich,
Alicia Alterbaum and
Rachel Alpert
— September 14, 2023
Institutional Shareholder Services (ISS) has launched its Annual Benchmark Policy Survey (available here) to help inform potential changes to its voting policies for the 2024 proxy season. This year, ISS largely focuses on global environmental and social topics, particularly climate change, as well as compensation, governance and stewardship topics such as U.S. non-GAAP incentive metrics, […]
The post Looking Ahead to the 2024 Proxy Season: ISS Annual Policy Survey – Continued Focus on Climate Change and Governance appeared first on Governance & Securities Watch.
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How Del. Cos. Weighed Officer Exculpation This Proxy Season
Blog Post — Weil Governance & Securities Watch
— By
Lyuba Goltser,
Kaitlin Descovich and
Alicia Alterbaum
— September 12, 2023
Public Company Advisory Group Co-Head Lyuba Goltser, partner Kaitlin Descovich and counsel Alicia Alterbaum authored the article “How Del. Cos. Weighed Officer Exculpation This Proxy Season” for Law360, evaluating the results of the 2023 proxy season, a year after the amended DGCL provisions took effect. Read the article here.
The post How Del. Cos. Weighed Officer Exculpation This Proxy Season appeared first on Governance & Securities Watch.
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Officer Exculpation Charter Amendments: A 2023 Proxy Season Review
Blog Post — Weil Governance & Securities Watch
— By
Lyuba Goltser,
Kaitlin Descovich,
Alicia Alterbaum and
Rachel Alpert
— July 06, 2023
Effective in August 2022, Section 102(b)(7) of the Delaware General Corporation Law was amended to permit Delaware corporations to exculpate “covered officers,” providing such officers with certain protections traditionally available only to directors. Since then, over 200 publicly traded Delaware corporations have amended their certificate of incorporation (or charter) to adopt an officer exculpation provision. In this Alert, we evaluate the results of the 2023 proxy season, during which 279 public companies included a proposal in their annual meeting proxy statement requesting stockholder approval of a charter amendment to adopt an officer exculpation provision. We also take stock of factors that influenced the voting outcomes, including ISS and Glass Lewis recommendations, as well as considerations for companies that have not yet adopted officer exculpation as they look ahead to the 2024 proxy season ...
- Officer Exculpation Charter Amendments: A 2023 Proxy Season Review Alert — By Kaitlin Descovich, Alicia Alterbaum and Rachel Alpert — PDF — July 05, 2023
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SEC Poised to Take Action on Cyber: Looking Ahead to Anticipated Cybersecurity and Privacy Rulemaking
Blog Post — Weil Governance & Securities Watch
— By
Kaitlin Descovich,
Lyuba Goltser and
P.J. Himelfarb
— June 27, 2023
The U.S. Securities and Exchange Commission (the “SEC”) is poised to adopt several new rules on privacy and cybersecurity that will impact public companies, broker-dealers, investment companies and registered investment advisers, including the following proposed rules: Among other things, the proposed rules zero in on the intersection of cybersecurity and risk management matters, promote disclosure […]
The post SEC Poised to Take Action on Cyber: Looking Ahead to Anticipated Cybersecurity and Privacy Rulemaking appeared first on Governance & Securities Watch.
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