People

R. Scott Kilgore

Partner

Kilgore, R. Scott

R. Scott Kilgore is an experienced corporate lawyer with a practice focused on the representation of companies and executives in matters involving employment (particularly with respect to executives), executive compensation and employee benefits. He has represented individuals, startups and domestic and multinational corporations in a variety of transactions and has provided valuable advice relating to employees and compensation, including ERISA, tax and securities counseling.

Mr. Kilgore regularly drafts and negotiates employment, retention, severance and parachute agreements for employers and individuals, both as a part of transactions and as individual advice. He designs, and advises on the implementation of, executive, equity and deferred compensation programs. Mr. Kilgore represents domestic and multinational corporations in the employment and benefits issues arising from acquisitions, dispositions and public offerings. He provides or oversees multidisciplinary advice relating to employees or compensation, including ERISA, tax and securities counseling, as well as the web of employment and disclosure laws that govern the workplace. Mr. Kilgore's clients range in size from individual executives to start-ups to multinational corporations.

Honors & Awards

  • Lead local partner in what Corporate Intl Magazine designated as the 2014 "Executive Compensation Law Firm of the Year" in Washington DC
  • Recognized as a Washington DC leader in employee benefits and executive compensation in the 2009-2013 editions of Chambers USA: America's Leading Lawyers in Business. In 2011, he was designated a Notable Practitioner and credited for his efficiency, for the breadth of his practice and for being "extremely knowledgeable."
  • Chosen as a Washington DC Super Lawyer in the area of Employment and Labor in 2013, 2014, 2015 and 2016
  • Selected by Washingtonian magazine in 2007-2015 as one of the top lawyers in Washington DC in the area of tax (for his work on executive compensation)

Publications & News

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May 3, 2016

WilmerHale Represents MKS Instruments in Acquiring Newport Corporation and Securing $980 Million Acquisition Financing

WilmerHale represented its long-time client MKS Instruments, Inc., a global technology provider, in closing its acquisition of Newport Corporation, a worldwide leader in photonics solutions, for approximately $905 million.

March 24, 2016

2016 IPO Report

Our 2016 IPO Report offers a detailed analysis of, and outlook for, the IPO market, plus useful IPO market metrics. We look at rates of adoption of JOBS Act relief by emerging growth companies, recent FAST Act amendments that further streamline the IPO process and much more.

February 23, 2016

WilmerHale Advises MKS Instruments on $980 Million Acquisition of Newport Corporation

WilmerHale is advising its long-time client MKS Instruments, Inc. on its acquisition of Newport Corporation in an all-cash transaction valued at approximately $980 million.

February 12, 2016

ASICS Acquires FitnessKeeper, Operator of Boston-Based Runkeeper App

ASICS Corporation today announced that it has entered into an agreement to acquire FitnessKeeper, Inc., the operator of fitness tracking app “Runkeeper”—an application that can track and record fitness activities such as running, walking and cycling through GPS on smartphone devices.

January 8, 2016

WilmerHale Reps Gilt in $250M Acquisition by Hudson's Bay Company

On January 7, 2016, Hudson's Bay Company (TSX: HBC) announced that it has entered into a definitive agreement to acquire Gilt Groupe Holdings, Inc. for $250 million in cash, subject to customary requirements.

December 21, 2015

The Medicines Company Agrees to Divest its Hemostasis Portfolio to Mallinckrodt plc

On December 18, The Medicines Company (NASDAQ:MDCO) announced that it entered into a purchase agreement pursuant to which certain subsidiaries of Mallinckrodt plc will acquire The Medicines Company’s global portfolio of three hemostasis products – RECOTHROM® Thrombin topical (Recombinant), PreveLeak™, and RAPLIXA™ (fibrin sealant) – for a total potential consideration of up to $410 million.

December 4, 2015

Washingtonian Magazine Names Eight WilmerHale Partners Top Attorneys in Washington DC

Washingtonian magazine has released its list of 2015 Top Attorneys, recognizing Washington's top legal talent based on peer review. The 2015 list is the Washingtonian's largest ever and ranks the top one percent of the nation's capital's 80,000 lawyers across 21 different practices.

November 20, 2015

IRS Issues Guidance on the Applicability of Section 162(m) to CFO Compensation

The IRS recently informally revised its guidance regarding which officers of public companies must be considered when determining the compensation deduction limitation of Section 162(m) of the Internal Revenue Code and applied the limitation to CFOs of certain smaller public companies. Since the release of IRS Notice 2007-49, practitioners have understood that the deduction limitation applies only to compensation paid to a public company’s CEO and its three most highly compensated individuals (other than the CEO or CFO) and that, by a quirk of cross-referencing between the Code and the Securities and Exchange Commission’s (SEC) compensation disclosure rules, Section 162(m) does not apply to compensation paid to the company’s CFO, irrespective of the SEC reporting regime applicable to the public company. However, in a Chief Counsel Advice (CCA) legal memorandum issued on August 24, 2015 (and made publicly available in late October), the IRS concluded that the compensation paid to the principal financial officer of a “smaller reporting company” can, in certain circumstances, be subject to the deduction limitation of Section 162(m).

October 22, 2015

Navient Acquires Xtend Healthcare

Navient announced that it is leveraging its asset recovery and business process outsourcing capabilities into the fast-growing health care payments sector with the acquisition of Xtend Healthcare.

October 20, 2015

WEX Inc. Announces Definitive Agreement to Acquire Electronic Funds Source LLC

WEX Inc. announced it entered into a definitive agreement to acquire Electronic Funds Source LLC (EFS) for a total consideration of approximately $1.1 billion in cash and 4.0 million shares of common stock to be issued to investment funds affiliated with Warburg Pincus, EFS’ current owner.

Recent Highlights

  • Drafting and negotiating the key employment and compensation documents on behalf of the management team in a $3 billion acquisition of a financial services firm
  • Representing a major media company and a health claims auditing firm with respect to executive compensation and senior executive employment matters
  • Advising a large government and defense contractor on employment and benefits issues in a major acquisition
  • Providing human resources and benefits guidance to a student loan manager with respect to acquisitions and dispositions
  • Advising companies with respect to multistate downsizings and layoffs, including WARN Act and severance issues

Professional Activities

Mr. Kilgore is a member of the business, tax (executive compensation) and labor sections of the American Bar Association and the National Association of Stock Plan Professionals. He was the Moderator of the Executive Compensation and Employee Benefits Forum on Counsel Connect, an online forum for lawyers, from 1994 to 1998.

Practices

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Education

JD, University of Virginia School of Law, 1985, Member, Virginia Law Review; Order of the Coif

BA, summa cum laude, Virginia Tech, 1982

Bar Admissions

Virginia

District of Columbia