EXPERIENCE

Andrea’s complex transactional tax practice has included representation of numerous public and private companies, private equity and venture capital funds and investors, including the following representative matters:

Initial Public Offerings

• Solo Brands Inc. in its US$219 million Up-C IPO
• Brilliant Earth Group, Inc. in its US$115 million Up-C IPO
• Underwriters in the Dutch Bros. Inc. US$484 million Up-C IPO
• Bioventus Inc. in its US$119 million Up-C IPO
• GoHealth, Inc. in its US$914 million Up-C IPO
• Camping World Holdings’ (NYSE: CWH) in its Up-C IPO
• Underwriters in the US$552 million Up-C IPO of BellRing Brands, a subsidiary of Post Holdings, Inc.
• Scientific Games and SciPlay in the US$363 million Up-C IPO of SciPlay, a subsidiary of Scientific Games
• Neff Corp’s (Nasdaq: Neff) in its Up-C IPO 

Mergers & Acquisitions

Company

• P3 Health Partners in its US$2.3 billion Up-C de-SPAC business combination with Foresight Acquisition Corp.
• Marketwise in its US$3 billion Up-C de-SPAC business combination with Ascendant Digital Acquisition Corp.
• Bioventus Inc. in its US$518 million acquisition of Misonix, Inc.
• CoStar Group, Inc. in its US$250 million acquisition of Homesnap, Inc.
• NRG Energy Inc. in its US$3.625 billion acquisition of Direct Energy
• Property Solutions Acquisition Corp. SPAC in its merger with Faraday Future to create a combined company with a value in excess of US$3.3 billion
• Athene Holding Ltd. in its US$1.55 billion (35% stake) sale to Apollo Global Management
• 2U Inc. in its US$750 million acquisition of Trilogy Educational Services Inc.
• Rice Energy Inc. in its US$2.7 billion acquisition of Vantage Energy through an acquisitive Up-C transaction structure
• Broadcom Limited in its US$5.5 billion acquisition of Brocade Communications Systems, Inc.
• LDiscovery, a portfolio company of The Carlyle Group and Revolution Growth, in the acquisition of Kroll Ontrack
• Broadcom Limited (formerly Avago Technologies) in its US$37 billion acquisition of Broadcom Corporation
• Avanir Pharmaceuticals in its US$3.5 billion sale to Otsuka Pharmaceutical Co.
• Multimedia Games in its US$1.2 billion sale to Global Cash Access Holdings

Private Equity

• EQT in its acquisition of RIMES Technologies Corporation
• Riverstone Holdings LLC in its:
  • US$1.6 billion acquisition, together with its joint venture partner Goldman Sachs, of Lucid Energy Group
  • US$3.8 billion acquisition, through Silver Run Acquisition Corporation II, of Alta Mesa Holdings and Kingfisher Midstream in an acquisitive Up-C transaction structure
  • US$1.6 billion acquisition, through Silver Run Acquisition Corporation, of Centennial Resources in an acquisitive Up-C transaction structure
• The Carlyle Group in its:
  • US$5 billion recapitalization of PPD
  • Acquisition of ECi by Apax Partners
  • Bank and bond financing relating to its US$7 billion acquisition of Veritas from Symantec
  • US$2.07 billion sale of Landmark Aviation to BBA Aviation plc
  • US$4.9 billion acquisition of DuPont Performance Coatings (now known as Axalta Coating Systems (NYSE: AXTA)) from DuPont
  • Acquisition of Novetta Solutions from Arlington Capital Partners
  • US$3.46 billion acquisition (together with BC Partners) of the Milton Roy, Sullair and Sundyne industrial products businesses (now known as Accudyne Industries) from United Technologies Corporation
  • US$3.9 billion acquisition of Pharmaceutical Product Development Inc. (together with Hellman & Friedman Capital Partner’s) 
  • US$1.39 billion sale of ARINC Inc. to Rockwell Collins
  • Sale of the Sequa Automotive Group to The Jordan Company
• Morgan Stanley Infrastructure, Inc. in its US$1.75 billion acquisition of Brazos Midstream Holdings’ Delaware Basin subsidiaries
• Clayton, Dubilier & Rice and the Mauser Group (Mauser) in the US$2.3 billion sale of Mauser to Stone Canyon Industries
• ArcLight Capital in its US$1.065 billion acquisition of US hydroelectric assets, TC Hydro from TransCanada
• Onex Partners in its (together with the Canadian Pension Plan Investment Board’s) US$5.4 billion sale of Gates Corporation to the Blackstone Group
• GTCR in its:
  • Sale of Protection One Inc. to Apollo Global Management LLC
  • Acquisition and combination of Cision and Vocus, Inc.
• Global Infrastructure Partners in its US$1.425 billion sale of its 50% interest in Ruby Pipeline to Veresen Inc.
• Cinven’s US$915 million acquisition of Medpace Inc. from CCMP Capital Advisors LLC