The following is an excerpt from Practice Perspectives: Vault's Guide to Legal Practice Areas.
Iliana Ongun is a partner in Milbank’s global corporate group. She advises both public and private companies in a wide range of industries in connection with M&A, including cross-border and domestic acquisitions and divestitures, joint ventures, private equity transactions, and spin-offs. She also advises companies and sponsors with respect to shareholder activism, takeover defense strategies, and other corporate governance matters. Iliana serves as chair of the New York City Bar Association Committee on Mergers, Acquisitions and Corporate Control Contests. In 2025, she was named a Law360 MVP in Mergers & Acquisitions.
Dean W. Sattler is a partner and the group leader of the firm’s U.S. global corporate/M&A practice group. Dean regularly advises on complex domestic and cross-border transactions, such as public and private M&A, take-private transactions, joint ventures, minority investments, and other corporate, financing, and business combination transactions, including bespoke and unconventional transactions. Over the span of his nearly two decades of practice, he has been involved in or led numerous novel or first-of-its-kind transactions across a broad range of deal structures and business sectors.
Describe your practice area and what it entails.
Dean: Milbank’s global corporate/M&A practice advises public companies and private equity sponsors on their most important, bet-the-company transactions, including domestic and cross-border mergers, acquisitions, dispositions, leveraged buyouts, private equity transactions, joint ventures, spin-offs, and divestitures. We also counsel boards and management on sensitive corporate governance matters, such as shareholder activism and proxy contests, takeover defense, and SEC reporting and disclosure obligations.
What types of clients do you represent?
Iliana: Milbank advises a wide range of public and private companies and private equity firms, asset managers, and pension and hedge funds across a broad spectrum of industries, including media, tech, industrials and manufacturing, aviation and aerospace, consumer/retail, energy, and infrastructure.
What types of cases/deals do you work on?
Dean: At Milbank, I have had the opportunity to work on everything from large public mergers to highly bespoke private deals. I recently represented CoStar Group, the parent company of Apartments.com and Homes.com, in its acquisition of Visual Lease, a lease accounting and lease administration software company. I also represent clients in corporate transactions across the aviation and aerospace industries, such as Castlelake, an alternative investment manager focused on aircraft investing, in the sale of its $5 billion, 118-aircraft portfolio to Avolon.
Iliana: I recently represented U.S. Steel in its $14.2 billion acquisition by Nippon Steel, and it was exciting to bring such a historic transaction to a successful close. In 2024, I advised the special committee of the board of Carrols Restaurant Group, the largest Burger King franchisee in the United States, in the company’s $1 billion sale to Restaurant Brands, the parent company of Burger King. Because Restaurant Brands was a significant stockholder of Carrols, the deal required heightened scrutiny and structuring to mitigate potential conflicts of interest.
How did you choose this practice area?
Dean: I started my career at Milbank and first joined the global corporate/M&A practice because of the variety of matters these attorneys work on. I appreciated how, as a junior associate, the partners sought to involve me in their deals and create opportunities for me to hone my skills and take the lead whenever possible early in my career.
Iliana: As a junior associate, I was instantly drawn to M&A because the fast-paced, high-stakes nature of our deals requires not only excellent technical lawyering but strategic and creative thinking about how to achieve the best outcome for our clients.
What is a “typical” day like and/or what are some common tasks you perform?
Dean: Every day as an M&A lawyer is different, which is part of what makes the practice so enjoyable, but a typical day might include a mix of conference calls with clients to strategize for upcoming negotiations, discussions with counsel for a counterparty to negotiate key points in transaction agreements, and meetings with associates to review and refine draft documents. As the Leader of Milbank’s U.S. global corporate/M&A practice, I also devote time each day to connecting with partners and associates in our practice group and other leaders across the firm to plan for the future and execute on our current recruiting, training, and marketing strategies.
Iliana: Like Dean said, there is no typical day for me as an M&A lawyer. In addition to conference calls with clients and opposing counsel and negotiating transaction documents, I spend significant time advising boards of directors and executives on corporate governance matters. Questions on corporate governance can arise out of a deal the company is pursuing or in connection with day-to-day operations. Often the work product for these interactions is my real-time, strategic judgment provided over the phone. I am always looking for opportunities to involve junior associates throughout the day, whether it’s inviting them to join a call with the client or discussing the latest updates on a deal over coffee.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
Iliana: While law school classes such as Corporations and M&A offer a great introduction to our practice area, the best training is acquired on the job. Keeping an open mind about working on different types of transactions, asking questions when you have the opportunity, and sharpening your problem-solving skills by thinking through creative solutions when faced with an obstacle on a deal will serve you well.
What misconceptions exist about your practice area?
Iliana: People often think M&A negotiations tend to be contentious and confrontational. In reality, I find that I reach the best outcomes for clients by seeking to build productive relationships across the negotiating table.
What is unique about your practice area at your firm?
Dean: To use a sports analogy, the M&A team functions as the quarterback of a wider team of specialists across the firm. On any given deal, I rely on and collaborate with an internal team of tax, antitrust, capital markets, and employee benefits specialists to provide advice in these respective practice areas. While leading such a large team can be challenging, especially on a fast-paced transaction, it is rewarding to see our collective efforts come to fruition at closing. It has also allowed me to build relationships with attorneys across the firm during each stage of my career at Milbank.
What kinds of experiences can summer associates gain in this practice area at your firm?
Iliana: Our summer associates are part of the team from day one, joining deal teams to work on a wide sampling of transactions. We invite summer associates to join calls with clients and negotiations with opposing counsel, provide meaningful assignments that will give them real insight into the day-to-day work of our team, and encourage each summer associate to ask questions along the way to learn more about our practice. Every year, Milbank’s summer program includes a collaborative, team-based training program following a hypo-thetical company from inception to acquisition and bankruptcy through many corporate governance twists and turns, which provides a great foundation for future junior associates in the global corporate/M&A group.
How do you deal with the fast-paced nature of your work in M&A, especially given the high stakes for your client?
Iliana: We try to maintain perspective on the broader transaction. At our core as M&A lawyers, we help our clients through transformational transactions to execute on their business team’s strategic vision. These strategies have very real effects on employees, customers, and other stakeholders, and we’re proud that our clients trust us to help them execute on these strategies.