Pascal Mayer advises clients on executive compensation, employment, and benefits matters arising in connection with complex corporate transactions.

Pascal draws on a deep understanding of tax law, regulations governing executive compensation, and market best practices to counsel private equity sponsors, public companies, and senior executives on a range of high-stakes transactions, including:

  • Mergers and acquisitions
  • Spinoffs
  • Initial public offerings and de-SPACs
  • Leveraged buyouts and take-private transactions
  • Portfolio company investments

A trusted advisor across the full employment and compensation arrangements life cycle, Pascal regularly guides public companies on governance, disclosure, and regulatory compliance relating to executive compensation, including SEC disclosure requirements. He also represents senior executives in negotiating employment, equity, and separation agreements.

Before joining Latham, Pascal was a partner at another global law firm.

Pascal’s experience includes advising:

Private Company Experience

  • New Mountain Capital on executive compensation and employee benefits matters relating to its portfolio companies and M&A, including:
    • Its acquisition of Cumming Group from Tailwind and subsequent US$3 billion sale of Cumming Group to Leonard Green & Partners*
    • Its combination of Azuria Water Solutions and Inframark into a US$5.5 billion end-to-end water service platform via a continuation vehicle transaction*
    • Its acquisition of HealthComp, a leading independent third-party administrator of healthcare benefits and self-funded employer plans, and subsequent combination with Virgin Pulse to create a digital wellbeing provider valued at over US$3 billion*
    • Its US$7 billion merger of Ciox Health with Datavant*
    • Its acquisition of Aceto’s chemicals business in a Section 363 bankruptcy asset sale*
  • TriArtisan Capital Advisors on various M&A transactions, including:
    • Its 2022 acquisition of EnergySolutions from Energy Capital Partners; EnergySolutions’ acquisition of Williams Industrial Services’ assets in a Section 363 sale; and TriArtisan’s proposed US$2 billion sale of EnergySolutions back to Energy Capital Partners*
    • Its acquisition of casual-dining chain P.F. Chang’s China Bistro from Centerbridge Partners*
  • Legends, a sports and entertainment premium experiences company and portfolio company of Sixth Street, on its US$2.3 billion acquisition of venue management giant ASM Global (pension and union issues involved)*
  • Endeavor (f/k/a William Morris Entertainment) on various M&A transactions, including its US$2.4 billion acquisition of IMG Worldwide and US$4 billion acquisition of UFC*

Public Company Experience

  • New Mountain Capital on its US$1.1 billion all-cash acquisition of Aegion, an infrastructure maintenance, rehabilitation, and protection solutions provider*
  • A TriArtisan-led investor consortium on its US$620 million acquisition of Denny’s Corporation*
  • Astra, a rocket launch startup, on its US$2.1 billion business combination with SPAC Holicity*
  • HP Inc. on its US$1.05 billion acquisition of Samsung Electronics’ global printer business, including employment and equity matters across more than 40 jurisdictions*
  • Xerox on its proposed US$6.1 billion combination with the Fuji Xerox joint venture (terminated following a proxy contest / litigation initiated by Carl Icahn and Darwin Deason)*
  • Time Warner Cable on its US$78.7 billion stock-for-stock merger with Charter Communications and its terminated US$45.2 billion merger with Comcast*
  • CSRA on its US$9.7 billion sale to General Dynamics via tender offer*
  • Numerous issuers and underwriters on IPOs, and issuers on day-to-day advisory work, including Signify Health, NIQ Global Intelligence, HP Inc., Kraft Heinz, and Sculptor Capital*

Select Asset Management and Restructuring Experience

  • Arena Investors, LP and CC Capital’s minority investment in Westaim Corporation, creating an integrated insurance and asset management firm*
  • Galway Insurance Holdings, a Harvest Partners portfolio company, on its investment in MAI Capital Management, a registered investment advisor specializing in planning for high-net-worth clients*
  • Sculptor Capital, a previously publicly traded alternative asset manager, on employment and equity matters, including in connection with its sale to Rithm, a real estate investment trust*
  • Select creditor and debtor representations in chapter 11 proceedings and out-of-court reorganizations, including:
    • Forma Brands (Morphe, Jaclyn Cosmetics) in its Section 363 sale to funds managed by Jefferies and Cerberus*
    • TGI Fridays in its Section 363 sale to Meda Corp., Yadav Enterprises, and Sugarloaf Hospitality*
    • Caesars Entertainment in CEOC’s chapter 11 case and formation of Caesars Growth Partners*
    • SEKO Logistics, a global end-to-end logistics partner with 150 offices in more than 60 countries, in its out-of-court recapitalization*
    • KKR in connection with its acquisition in a Section 363 sale of assets of Angelica Corporation, a provider of textile and linen management services (union and pension issues involved)*

*Matter handled prior to joining Latham

Bar Qualification

  • New York

Education

  • BCL/LLB, McGill University - Faculty of Law, 2012
  • BCom, University of Alberta, 2007