EXPERIENCE

Justin has represented clients in a range of corporate matters, including:

Public Company Transactions

• Skydance Media in its pending merger with Paramount to form “New Paramount” at an enterprise value of approximately US$28 billion and Skydance at US$4.75 billion
• Endeavor in its pending US$13 billion sale to Silver Lake
• Manchester United in its sale of an approximate 30% equity interest to Sir Jim Ratcliffe for US$1.6 billion
• Endeavor in its US$21 billion merger of UFC and WWE
• Silver Lake in its US$12.5 billion acquisition of Qualtrics 
• Michael Kors in its US$1.2 billion acquisition of Jimmy Choo*
• Casper Sleep in its sale to Durational Capital Management
• Taylor Morrison Home in its approximately US$1 billion acquisition of AV Homes*
• Kate Spade & Company in its US$2.4 billion sale to Coach *
• RSC Holdings in its sale to United Rentals for approximately US$4.2 billion*
• Warner Music Group in its sale to Access Industries for approximately US$3.3 billion (named M&A Deal of the Year by The Deal Magazine)
• Emdeon in its sale to Blackstone for approximately US$3 billion*
• Interstate Hotels & Resorts in its sale to Thayer Capital and Shanghai Jin Jiang (named M&A Deal of the Year by Asian-MENA Counsel Magazine)*
• Agrium in its US$4.9 billion unsolicited cash / stock tender offer for CF Industries*
• Teck Resources in its US$17 billion unsolicited cash / stock tender offer for Inco*
• SpectraSite in its US$11.3 billion merger with American Tower*

Private Equity Transactions

• Apollo in a number of transactions, including:
  • Its US$3.6 billion pending acquisition of Barnes Group Inc.
  • The US$1.4 billion offer by Concord Chorus Limited for Hipgnosis Song Fund Limited
• KKR in a number of transactions, including:
  • Its US$1.85 billion sale of Chord Music to Universal Music Group and Dundee Partners
  • Its US$1.2 billion acquisition of Kobalt
  • Its joint venture with BMG to acquire music rights
  • Its acquisitions of the music catalogs of ZZ Top, Diplo/Major Lazer, John Legend, Twenty One Pilots, John McVie, and Five Finger Death Punch
  • Its acquisition of a majority stake in OneRepublic and Ryan Tedder’s music catalog
• Silver Lake in a number of transactions, including:
  • Its lead participation, along with DigitalBridge, in a US$9.2 billion equity investment round by Vantage Data Centers
  • Its US$500 million investment in Shadowbox Studios
  • The US$1 billion equity funding round by Thrasio
  • Its US$1 billion investment in Reliance Retail Ventures
  • The US$650 million equity funding round by Klarna
  • Its investment in BJYU’s
  • Its US$1.35 billion investment in Jio Platforms
  • Its acquisition of TEG, Asia Pacific’s leading live entertainment and ticketing company
  • Its US$500 million investment in City Football Group
• TPG in a number of transactions, including:
  • Its establishment of a new talent management and representation company and simultaneous investment in Untitled Entertainment
  • Its significant strategic growth investment in K2 Medical Research
  • Its acquisition, together with Oaktree Management, of Taylor Morrison / Monarch Homes for approximately US$1.2 billion

Private Company Transactions

• Ancestry.com in its US$4.7 billion sale to Blackstone
• Authentic Brands Group in a number of transactions, including its acquisitions of Champion, Reebok, Quiksilver, and Billabong
• Endeavor in a number of transactions, including:
  • Its acquisitions of UFC, IMG, OpenBet, NeuLion, Barrett Jackson, and Asylum Group
  • Its dispositions of IMG Academy, Endeavor Content, Diamond Baseball Holdings, Miss Universe, and Droga
• Skydance Media, in connection with its US$400 million financing round led by KKR as well as its joint venture with the NFL to create a multi-sports production studio
• Headspace in its merger with Ginger
• Citigroup in its sale of CitiCapital to GE for approximately US$13.4 billion*
• Sony in the formation of its joint venture with Bertelsmann for Sony-BMG Music and in its acquisition of Bertelsmann’s interest in Sony-BMG Music for approximately US$1.2 billion*
• VICE Media in its joint venture with A&E Networks to launch a new 24-hour cable channel*

Capital Markets Transactions

• Endeavor Group Holdings in connection with its initial public offering
• Virgin Group in connection with the initial public offering of Virgin America*
• Taylor Morrison Home Corporation in its initial public offering*
• Hudson’s Bay Company in its initial public offering in Canada*

SPAC Transactions

• Starry in its US$1.6 billion merger with FirstMark Horizon Acquisition Corp
• Transfix in its US$1.1 billion merger with G Squared Ascend I
• Virgin Orbit in its US$3.2 billion merger with NextGen Acquisition Corp. II
• Aspiration in its US$2.3 billion merger with InterPrivate III Financial Partners
• Vacasa in its US$4.5 billion merger with TPG Pace Solutions
• Embark Trucks in its US$4.55 billion merger with Northern Genesis Acquisition Corp. II
• Bird Rides in its US$2.3 billion merger with Switchback II Corporation
• Boxed in its US$900 million merger with Seven Oaks Acquisition Corp.
• Vivid Seats in its US$1.95 billion merger with Horizon Acquisition Corporation
• Offerpad in its US$3 billion merger with Supernova Partners Acquisition Company
• The Beachbody Company in its US$2.9 billion merger with Forest Road Acquisition Corp. and Myx Fitness
• Taboola in its US$2.6 billion merger with Ion Acquisition Corp.
• Talkspace in its US$1.4 billion merger with Hudson Executive Investment Corp.
• Ouster in its US$1.9 billion merger with Colonnade Acquisition Corp.
• Opendoor in its US$4.8 billion merger with Social Capital Hedosophia Holdings II
• GCM Grosvenor in its US$2 billion merger with CF Finance Acquisition Corp.
• Virgin Galactic in its US$1.5 billion merger with Social Capital Hedosophia Holdings

Workouts and Restructurings

• Starry Group Holdings, Inc., in connection with its chapter 11 bankruptcy proceedings
• Virgin Orbit Holdings, Inc., in connection with its voluntary chapter 11 bankruptcy proceedings in order to effectuate a sale of the business
• GM Bondholders Committee in the chapter 11 § 363 sale of GM for US$105 billion, and the preceding US$27 billion bond exchange offer*
• Penson Worldwide, a securities and clearing firm, in its proposed debt restructuring*
• GMAC Bondholders Committee in the US$28.5 billion bond exchange offer by GMAC*

*Matter handled prior to joining Latham

Speaking Engagements

Justin's speaking engagements include:

• “A Closer Look at SPACs – Pros & Considerations,” NVCA Webcast
• “Finding the Right SPAC,” TechGC SPACS & Direct Listings Forum
• “Panel on SPACs,” Harvard Law Entrepreneurship Project’s Annual Symposium
• “Panel on M&A Advice,” DealFlow’s SPAC Conference
• “Defending Against an Activist Campaign,” Active-Passive Investor Summit
• “Distressed Opportunities in Private Equity,” Yale Private Equity Conference
• “Current Environment for Private Equity Investing,” Practicing Law Institute

Thought Leadership

Justin's recent publications include:

• “Revlon: The Next Iteration,” The Daily Deal
• “Differential Treatment of Stockholders in Third Party Transactions: Effects and Implications Under Delaware Law,” The M&A Lawyer
• “M&A Due Diligence and the Perils of Social Media,” The Daily Deal
• “Quasi-Appraisal: The Unexplored Frontier of Stockholder Litigation?,” The M&A Journal