Tessa Bernhardt

San Francisco
  • 505 Montgomery Street
  • Suite 2000
  • San Francisco, CA 94111-6538
  • USA

Tessa Bernhardt is a corporate associate in the San Francisco office of Latham & Watkins. Ms. Bernhardt advises clients on public and private mergers and acquisitions, public company representation, activism defense and shareholder activism counseling, and international public and private debt, equity, and preferred securities offerings. Her wide range of transactional experience includes handling:

  • Public and private mergers and acquisitions
  • Private equity firm representation in mergers and acquisitions transactions
  • Takeover defense and shareholder activism counseling
  • Company representation matters
  • International debt and equity securities offerings, including through SPACs

Ms. Bernhardt joined the firm after graduating from Duke University School of Law. In addition to her legal training at Duke, Ms. Bernhardt studied international business law at ESADE Business & Law School in Barcelona and transnational law at the University of Hong Kong.

Ms. Bernhardt’s M&A experience includes representation of:

  • Facebook in connection with its acquisition of CTRL-labs
  • The special committee of Pivotal Software in connection with its sale to VMware
  • The Carlyle Group in its acquisition of Apollo Aviation Group, a global commercial aviation investment and servicing firm with US$5.6 billion in assets under management
  • Square, Inc. in various strategic acquisitions
  • US$4.5 billion tax-free spin-off of Delphi Automotive PLC’s Powertrain Systems segment
  • Entercom Communications in its merger with CBS Radio, to create a nationwide preeminent radio platform
  • GTCR, Inc. in its strategic investment in Vivid Seats, an independent marketplace for tickets to live sports, concert, and theater events
  • Baxter International Inc. in its acquisition of Claris Injectables Limited, an India-based generics injectables pharmaceutical company

Ms. Bernhardt’s LatAm experience includes representation of:

  • Telefónica on the sale of all of its Central America operations to Millicom and América Móvil for an aggregate amount (enterprise value) of US$2.29 billion
  • Owens-Illinois, Inc. in its acquisition of Nueva Fábrica Nacional de Vidrio, S. de R.L. de C.V. from Grupo Modelo, a wholly owned affiliate of Anheuser-Busch InBev
  • Infraestructura Energética Nova (IEnova), in its inaugural bond offering on the international capital markets and its US$1.6 billion follow-on equity offering, the largest in Latin America in 2016
  • Vista Oil & Gas in its US$650 million global initial public offering, the first SPAC IPO in Latin America and the first energy exploration and production-focused IPO in Mexico

Ms. Bernhardt’s Activism Defense experience includes representation of:

  • Cerner Corporation in its cooperation agreement with Starboard Value LP
  • Cars.com in connection with the investment in the company by Starboard Value LP
  • Ensco plc in its defense of a public campaign by a hostile stockholder to stop Ensco’s acquisition of Atwood Oceanics, Inc.
  • Accuride Corporation in its defense of a public campaign by a hostile stockholder to stop the sale of the corporation to Crestview Partners
  • Numerous NYSE and NASDAQ listed corporations on takeover defense planning and shareholder activism
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