Bradley C. Faris

Mr. Faris has advised companies from around the world in multibillion-dollar M&A transactions that have set industry precedents. His experience includes advising:

Transformational Business Combinations

• Vivid Seats in its US$1.95 billion business combination with Horizon Acquisition Corporation, a special purpose acquisition company (2021)
• Aon plc in its abandoned US$80 billion acquisition of Willis Towers Watson (2021)
• LogMeIn in its US$1.8 billion acquisition of the GoTo business of Citrix Systems, via a Reverse Morris Trust Transaction (2017)
• FMC Technologies in its US$13 billion merger of equals with Technip, a France-based designer and developer of offshore oil and gas processing facilities, via the EU cross-border merger regime (2016)
• Sirona Dental Systems in its US$8 billion merger of equals with DENTSPLY International (2016)

Special Committees and Conflict of Interest Transactions

• The Special Committee of the Board of SeaWorld in its repurchase of approximately 5.6 million shares from an affiliate of PAG. As part of the deal, Hill Path Capital acquired approximately 13.2 millions shares from an affiliate of PAG, increasing its equity stake to approximately 34.5%. Latham also advised negotiation of a stockholder agreement in light of the increased ownership of Hill Path Capital. (2019)
• The Special Committee of the Board of Dell Technologies in the US$21 billion exchange by Dell Technologies of Class V Common Stock into Class C Common Stock with a cash election option (2018)
• The Special Committee of the Board of CNL Lifestyle in EPR Properties' US$830 million acquisition of the CNL Lifestyle Properties Portfolio (2017)
• The Special Committee of the Board of the Chicago Board of Trade in connection with its US$12 billion merger with the Chicago Mercantile Exchange (including the intervening unsolicited offer from the International Commodities Exchange) (2007)

Going Private Transactions

• Tenneco, a designer, manufacturer, and distributor of automotive ride control and emission control products and systems, in its US$7.1 billion sale to Apollo Global Management (2022)
• Renewable Energy Group in its US$3.15 billion cash sale to Chevron (2022)
• GCP Applied Technologies, a provider of specialty construction chemicals, specialty building materials, packaging sealants and coatings products, in its US$2.3 billion sale to Compagnie de Saint-Gobain (2022)
• LogMeIn in its US$4.3 billion acquisition by Francisco Partners, a leading technology-focused global private equity firm and Evergreen Coast Capital Corporation (Pending)
• Wesco Holdings in its US$1.9 billion acquisition by Platinum Equity (2020)
• Care.com in its US$500 million acquisition by IAC/InterActiveCorp, the world's largest online marketplace for managing family care (2019)
• Onvoy, a portfolio company of GTCR, in its US$786 million acquisition of Inteliquent, an interconnection partner for communication service providers (2017)

Private M&A Transactions

• Novelis in its US$2.6 billion acquisition of Aleris, a supplier of rolled aluminum products (2020)
• GTCR in its acquisition of AssuredPartners, an insurance brokerage firm (2019)
• Parsons in its acquisition of OGSystems, a provider of geospatial and security solutions for the Department of Defense (2019)
• GTCR in its acquisition of Cole-Parmer Instrument Company, a manufacturer and distributor of specialty laboratory equipment, instruments, and supplies (2019)
• VistaJet Group Holdings in its US$405 million acquisition of the Business Aviation Fleet and Commercial Operations of XOJET (2018)

Divisional Carve-Out Transactions and Cross-Border M&A

• Trustmark Mutual Holding Company, a third-party health benefits administrator, in its US$400 million sale to Health Care Service Corporation (2022)
• Stericycle in its US$462.5 million sale of its Domestic Environmental Solutions Business, a hazardous waste transportation provider, to Harsco (2020)
• MModal, a provider of clinical documentation and transcription solutions, in the US$1 billion sale of its technology business to 3M (2018)
• Emerson Electric Company in the US$1.2 billion sale of its Leroy-Somer motor business to Nidec (2017)
• Illinois Tool Works in its US$450 million acquisition of the Engineered Fasteners and Components business (EF&C) of ZF TRW, an automotive OEM and components supplier (2016)
• Delphi Automotive in the US$727 million sale of its global thermal systems business to MAHLE (2015)

Activism and Takeover Defense Experience

• Sinovac Biotech in the triggering of a shareholder rights plan against 1Globe Capital (Pending)
• Stericycle in its engagement with activist investor, Saddle Point Group, seeking board representation (2020)
• The Special Committee of the Board of Dell Technologies in engagement by multiple stockholders, including Carl C. Icahn, who opposed the proposed purchase of Dell's Class V shares for cash and Class C shares (2018)