Global Co-head of the firm’s Capital Markets Group and a partner in the firm’s Finance Group. Brian’s practice focuses on advising clients on public and private offerings of debt and equity securities, leveraged finance transactions and general disclosure and corporate governance matters.
Brian is recognized in The Legal 500 as a leading lawyer in the capital markets debt, high-yield debt, and equity categories, ranked in Chambers Global and Chambers USA for Capital Markets: Debt & Equity and as a notable practitioner for capital markets by IFLR 1000. He is also recognized as a notable practitioner for banking by IFLR 1000 and as one of Lawdragon’s “500 Leading Dealmakers in America.”
Brian has broad experience in representing issuers and underwriters in initial public offerings, secondary offerings, investment grade and high-yield debt offerings, preferred stock offerings and other public and private securities transactions.
He also advises clients in connection with M&A transactions, acquisition financings, leveraged loans, debt and equity tender offers, exchange offers, consent solicitations and restructurings.
Brian’s experience includes:
Equity Offerings
- Affiliates of Apollo Global Management, as the selling shareholders, in several secondary offerings
- 3G Capital as the selling shareholder in a secondary offering by Restaurant Brands International
- Clear Secure in its $470 million initial public offering
- Sun Country Airlines Holdings in its:
- $251 million initial public offering
- secondary offerings
- Rackspace Technology in its $703 million initial public offering
- Intelsat in its $400 million initial public offering and a concurrent offering of mandatory convertible preferred stock
- Ply Gem Holdings in its $381 million initial public offering
- Houghton Mifflin Harcourt Company in its $252 million initial public offering
- Apollo Strategic Growth Capital in its $816 million initial public offering
- Apollo Strategic Growth Capital II in its $690 million initial public offering
- Acropolis Infrastructure Acquisition Corp. in its $345 million initial public offering
- Osiris Acquisition Corp. in its $230 million initial public offering
- Hawks Acquisition Corp. in its $230 million initial public offering
- North Mountain Merger Corp. in its $132 million initial public offering
- Citigroup, as the lead underwriter, in the $110 million initial public offering by Comverge
- Credit Suisse, as the lead underwriter, in the:
- $258 million initial public offering by Crucible Acquisition Corporation
- $230 million initial public offering by Trepont Acquisition Corp I
- $414 million initial public offering by Orion Acquisition Corp
- $300 million initial public offering by ESM Acquisition Corporation
High-Yield & Investment Grade Debt Offerings
- Great Canadian Gaming Corporation in its offering of senior secured high-yield notes
- Atlas Warehouse Lending Company in its offerings of investment grade notes
- Barnes Group in its offering of senior secured high-yield notes
- U.S. Silica Holdings in its offering of senior secured high-yield notes
- Allied Universal in its offering of senior secured high-yield notes
- Tenneco in its offering of senior secured high-yield notes
- Lifepoint Health in its offerings of senior secured high-yield notes
- Arconic in its offerings of senior secured high-yield notes and senior unsecured high-yield notes
- One Toronto Gaming in its offering of senior secured high-yield notes
- Univar Solutions in its offering of senior secured high-yield notes
- Atlas Air in its offering of senior secured high-yield notes
- Kem One in its offering of sustainability linked senior secured notes
- The Michaels Companies in its offerings of senior secured high-yield notes and senior unsecured high-yield notes
- MidCap Financial in its offerings of senior unsecured high-yield notes
- Rackspace Technology Global in its offerings of senior secured and senior unsecured high-yield notes
- Invited (formerly ClubCorp) in its offering senior unsecured high-yield notes
- Cox Media Group in its offering of senior unsecured high-yield notes
- The Fresh Market in its offering of senior secured high-yield notes
- West Corporation in its offering of senior unsecured high-yield notes
- Maxim Crane in its offerings of senior secured high-yield notes
- Shutterfly in its offerings of senior secured high-yield notes and senior unsecured high-yield notes
- Talos Energy in its offering of senior unsecured high-yield notes
- Qdoba Restaurant Corporation in its offering of senior secured high-yield notes
- Intelsat in its offerings of senior unsecured high-yield notes
- Ply Gem Holdings in its offerings of senior secured and unsecured high-yield notes
- Wendy’s/Arby’s Restaurants in its offering of senior unsecured high-yield notes
- Houghton Mifflin Harcourt in its offering of senior secured high-yield notes
- Credit Suisse as initial purchaser in Precision Drilling Corporation’s offering of senior unsecured high-yield notes
- Foresight Energy in its offering of senior secured high-yield notes
- DS Waters of America in its offering of senior secured high-yield notes
- Prince Minerals in its offering of senior secured high-yield notes
- Hunt Companies in its offering of senior secured high-yield notes
- Chubb in its offering of investment grade notes
Mergers & Acquisitions
- Affiliates of Apollo Global Management, Inc. in connection with financing the acquisitions of the following companies: Atlas Air, Arconic, AP Gaming, Barnes Group, Brightspeed, CareerBuilder, Coinstar, Cox Media Group, ecoATM, Endemol, Everi, Intrado (formerly West Corporation), IGT Gaming, Invited (formerly ClubCorp), Maxim Crane, The Michaels Companies, Qdoba Restaurant Corporation, Rackspace, Redbox, Shutterfly, Smart & Final, Talos Energy, Tenneco, The Fresh Market, Univar and U.S. Silica Holdings
- ABC Technologies in the financing aspects of its takeover bid of TI Fluid Systems, valued at just over £1 billion
- Apollo Strategic Growth Capital in its $5 billion business combination with American Express Global Business Travel
- Affiliates of Crestview Partners in connection with financing the acquisition of DS Waters of America
- Inhibrx in the $2.2 billion sale of INBRX-101 to Sanofi and the related spin-off of Inhibrx’s non-101 assets and liabilities, non-101 discovery pipeline and its corporate infrastructure, to create a new publicly traded company known as Inhibrx Biosciences
- Affiliates of Palladium Equity Partners in connection with financing the acquisition of Prince Minerals
- Roark Capital Group, alongside Kohlberg & Company, in its strategic partnership with Ground Penetrating Radar Systems (GPRS)
- Redbox, a multiplatform destination for new-release movies and entertainment, in its combination with Seaport Global Acquisition Corp.
- Stone Point Capital, as part of an investor group, in the financing aspects of their acquisition of Truist Insurance Holdings, in a deal valuing the company at $15.5 billion
Credit Facilities
- Arconic in its asset-backed credit facility and term loan facility
- Barnes Group in its senior secured credit facilities
- U.S. Silica Holdings in its senior secured credit facilities
- Ground Penetrating Radar Systems (GPRS) in its senior secured credit facilities
- AP Gaming in its senior secured credit facilities
- Brightspeed in its senior secured credit facilities
- Rackspace in its senior secured credit facilities
- Tenneco in its senior secured credit facilities
- Intelsat in its senior secured credit facilities
- Smart & Final in its asset-based credit facility, term loan credit facilities and revolving credit facility
- Qdoba Restaurant Corporation in its senior secured credit facilities
- West Corporation in its senior secured credit facilities
- Invited (formerly ClubCorp) in its senior secured credit facilities
- Careerbuilder in its senior secured credit facilities
- Endemol/Shine in its senior secured credit facilities
- Redbox in its senior secured credit facilities
- Coinstar in its senior secured credit facilities
- ecoATM in its senior secured credit facilities
- Foresight Energy in its senior secured credit facilities
- Ply Gem Holdings in its asset-based credit facility and term loan credit facility
- Verso Corporation in connection with its debtor-in-possession credit facilities and its senior secured credit facilities upon emergence from bankruptcy
