Gibson Dunn represented Stem, Inc. in the exchange of $228,818,000 of 0.50% Convertible Senior Notes due 2028 and $121,310,000 of 4.25% Convertible Senior Notes due 2030 for $155,426,583 of new 12.00%/11.00% Senior Secured PIK Toggle Notes due 2030 and warrants to purchase 429,919 shares of the company’s common stock.

Our corporate team was led by partners John T. Gaffney, Michael Saliba, and Eric Scarazzo, and included of counsels Rodrigo Surcan and Ruben Almaraz, and associates James Sullivan, Harley Belmont, and Kaylin Chavez Ervin. Partners Jennifer Sabin and Brian Kniesly, of counsel Kate Long, and associate Eugene Wei-En Woo advised on tax.

Gibson Dunn is representing Polymarket, the world’s largest prediction market, in its acquisition of QCEX, a CFTC-regulated exchange and clearinghouse.

Our team includes partners Orin Snyder, Evan D’Amico, Taylor Hathaway-Zepeda, Matt Benjamin, and associates Matt Finan, Minnie Che, Advait Ramanan, and Carli Zimelman. Partner Dora Arash and associates Bree Gong, David Horton, and Eugene Wei-En Woo are advising on tax; partner Sean Feller and associate Akiva Reich are advising on benefits; partner Kari Krusmark and associate Nate Hancock are advising on commercial agreements; and associate Jacqueline Malzone is advising on intellectual property.

Gibson Dunn represented XOMA Royalty Corporation in connection with the acquisition of ESSA Pharma Inc. by XenoTherapeutics, Inc.

XOMA Royalty is acting as structuring agent and guarantor and will provide financing to XenoTherapeutics in connection with the transaction.

Our team was led by partners Ryan Murr and Branden Berns, and included associates Evan Shepherd, Advait Ramanan, Hunter Michielson, and Risa Nakagawa. Partner Pamela Lawrence Endreny and associate Bree Gong advised on tax, and partner Sean Feller advised on executive benefits.

Gibson Dunn advised L Catterton on its lead role in an $800 million equity investment in Flexjet. L Catterton, a leading global consumer-focused investment firm, led a consortium of strategic investors, with participation from affiliates of KSL Capital Partners, LLC, and the J. Safra Group.

Our corporate team was led by partner Phillip Sanders and included partners Steven Shoemate and Quinton Farrar. Partner Madalyn Miller advised on financing, and partner James Jennings advised on tax.

Gibson Dunn advised J.P. Morgan in connection with the fifth amendment to its existing credit agreement with LRS Holdings, LLC.

The amendment extended the maturity of the revolving credit commitments and increased the commitments from $165 million to $175 million.

Our corporate team was led by partner Michael Saliba and included associates Paul Rafla, Jaclyn Wang, and Mackenzie Alpert.

Gibson Dunn represented R.R. Donnelly in connection with the 12th amendment to its existing credit agreement with Bank of America, N.A.

The amendment extended the maturity of the credit facility by four years, increased the aggregate revolving commitments from $750 million to $800 million, and replaced Wells Fargo Bank as the administrative agent with Bank of America.

Our corporate team was led by partner Michael Saliba and included associates Paul Rafla, Melody Karmana, and Mackenzie Alpert. Partner Jennifer Sabin and associate Eva Gao advised on tax.

Gibson Dunn advised Blueflame AI, a leading provider of agentic AI solutions for investment and financial services, on its sale to Datasite, the global SaaS provider of AI-powered workflow collaboration and automation solutions for M&A, investment, and strategic projects.

Our corporate team was led by partner Stefan dePozsgay and included associates Mark Goldman, Jonathan Lee, Sam Shapiro, and Kira Dennis.

Partner Pamela Lawrence Endreny and associate Betsy Johnson advised on tax; partners Kate Napalkova and James Cox, and associate Akiva Reich advised on benefits; partner Stephenie Gosnell Handler and associate Chris Mullen advised on international trade; partner Meghan Hungate and associate Courtney Wang advised on IP; and counsel Andrew Cline advised on antitrust.

A Gibson Dunn team recently secured a $46 million jury verdict in Dallas County on behalf of Gala Capital Partners, LLC and its principal, Anand Gala, in a significant victory that affirms the rights of minority shareholders in joint ventures, particularly within family-run businesses where power imbalances can lead to exploitation.

The dispute arose from Mr. Gala’s joint investment in Cicis Pizza with his cousin, Sunil Dharod. In early 2021, the pair acquired Cicis’ debt, placed the company into bankruptcy, and reorganized it under Smiley Slice, LLC. Mr. Gala contributed 30% of the capital and assumed the role of CEO, leading the business to renewed profitability.

In late 2022, Mr. Dharod orchestrated Mr. Gala’s removal as CEO and engaged in a series of self-dealing transactions. These included inflating management fees paid to a company solely owned by Mr. Dharod, redirecting funds for personal use, loaning himself money from company accounts, and withholding distributions from Mr. Gala unless he agreed to waive liability claims.

Mr. Dharod also amended the operating agreement to restrict Mr. Gala from investing in other restaurant ventures without first offering them to him. Through his company, GCP Cici’s, Mr. Gala filed suit against Mr. Dharod and associated entities, alleging breach of contract, breach of fiduciary duty, and conspiracy.

Mr. Dharod counterclaimed, accusing Mr. Gala of fiduciary breaches, fraud, and self-dealing. He alleged that Mr. Gala neglected his duties as CEO, usurped corporate opportunities, misled him during the Cicis deal, and improperly directed a point-of-sale contract to a company in which he had a financial interest.

After an eight-day trial, the jury found entirely in favor of Mr. Gala and GCP Cici’s, holding the defendants liable on every claim and awarding $46 million in damages. The jury also rejected all Mr. Dharod’s counterclaims.

Gibson Dunn intends to seek attorneys’ fees under the prevailing party provisions of the operating agreements, as well as equitable relief, including the imposition of a constructive trust over misappropriated assets and the appointment of a receiver to protect company interests.

Following the verdict, Judge Tonya Parker commented, “I can’t help but make this comment against the backdrop in which we are all living. I have never felt more proud to preside over a case. This courtroom has represented the diversity of our profession.”

Our trial team was led by partners Trey Cox, Betty Yang, and Andrew LeGrand. Partner Brad Hubbard led law and motions, and our associates team included Andrew Mitchell, Arjun Ogale, Alexa Acquista, and Hunter Heck.


Gibson Dunn is pleased to announce that Christopher Harris KC will join the firm as Co-Chair of the International Arbitration and the Judgment and Arbitral Award Enforcement Practice Groups.


Christopher brings over 20 years’ experience in international commercial and investment arbitration as well as extensive advocacy experience before the English (and other) courts, adding further senior advocacy firepower to the firm’s global disputes practice.

Commenting on Christopher’s arrival, Penny Madden KC, Co-Chair of the International Arbitration Practice Group, said: “Christopher’s arrival significantly strengthens our international arbitration bench in London and supports our wider growth strategy. English law continues to feature prominently in cross-border contracts and London remains a preferred seat of arbitration, particularly for disputes with links to Europe, the Middle East, and Africa. Christopher’s experience and multi-jurisdictional practice fit perfectly with our platform and client base and reflect our global reach and cross-border disputes capability.”

Rahim Moloo, Co-Chair of the International Arbitration Practice Group, added: “We have worked with Christopher for several years and are excited to welcome him as our partner and co-chair of our practice group. He is a brilliant lawyer and colleague. As a market leading Silk in international arbitration and related litigation, we are delighted that he has decided to make Gibson Dunn his new home and look forward to working together for many years to come to serve our clients in their most important and challenging international disputes, wherever they may arise.”

“Though it is a rare occurrence for a senior barrister to leave chambers to join a law firm, Gibson Dunn’s growth and ambitions for its international arbitration practice, together with its market-leading enforcement practice, made this an irresistible opportunity for me,” said Christopher. “I am excited to become part of an exceptional team at a time when London remains a key centre for arbitration. I will always be enormously grateful to my talented colleagues at 3VB for their friendship and encouragement over the past 23 years. It is a hard to leave such a special place, but I am glad that we part as friends and have no doubt that 3VB will continue to cement its place as a top-ranked commercial set.”

Christopher’s arrival follows the recent addition of Patrick Pearsall, former Chief of Investment Arbitration at the U.S. Department of State, to the firm’s Washington, D.C. office.

Christopher will sit alongside Penny and Rahim as Co-Chair of the International Arbitration Practice Group, which is highly recognized in its field. With more than 100 lawyers across 17 offices, the practice group advises leading multinational corporations and sovereign states in proceedings before tribunals around the world.

Christopher will also become Co-Chair of the Judgment and Arbitral Award Enforcement Practice Group, alongside Robert Weigel. Partner Miguel Estrada will join Christopher and Robert in co-chairing that practice group, which has established a strong track record in global judgment and arbitral award enforcement, providing successful strategies and creative solutions for both creditors and debtors.

About Christopher Harris KC

Christopher is a prominent, Chambers Band 1 ranked barrister who was named International Arbitration Silk of the Year by Chambers UK in late 2024 and is currently shortlisted for the same award from Legal 500 in 2025. Christopher practices principally in the fields of international arbitration and litigation, with a particular experience of the enforcement of judgments and awards. He is the current UK Member of the ICC International Court of Arbitration (second term) and a current UK Government designee to the ICSID Panels of Arbitrators and Conciliators. Christopher has led teams on international commercial arbitrations under all major rules across a wide range of seats and has appeared in around 30 investor-state arbitrations for both investors and a number of states. A substantial part of his practice relates to the energy and natural resources sector, alongside banking and financial services. He has appeared in significant trials in the High Court of Justice, and he has argued ground-breaking appeals in the Court of Appeal and The Supreme Court of the United Kingdom. Alongside his work in England & Wales, Christopher has led cases at first instance and appellate level in the Eastern Caribbean (BVI) and the Dubai International Financial Centre, and at first instance in the Cayman Islands. He is also admitted in Switzerland.

Gibson Dunn is advising Dynamix Corporation, a special purpose acquisition company, in its business combination with The Ether Machine, Inc., a newly formed entity enabling public market investors to access Ethereum yield.

The Ether Machine will go public with over $1.5 billion in fully committed capital.

Our team is led by partners Evan M. D’Amico and Gerry Spedale and includes partner Harrison Korn and associates Sam Harris, Allan Jeanjaquet, and Jason Ferrari. Partner Edward Wei and associate Doug Bresnick are advising on tax matters, and partner Jeffrey Steiner is advising on digital assets and financial regulatory matters.

Gibson Dunn advised Blue Earth Capital on the $44 million Series B funding round of GeologicAI, a leader in applying advanced AI and high-resolution decision engineering to the critical minerals mining industry.

The Gibson Dunn corporate team was led by partner Federico Fruhbeck and associate Mark Goldman and included associates Sam Shapiro and Hannah Gonzalez. Associates Nate Hancock and Yaz Kaveh advised on IP aspects.

Gibson Dunn advised Luxembourg-based satellite company SES on its $3.1 billion acquisition of US satellite communications provider Intelsat.

Gibson Dunn’s Antitrust & Competition team in the U.S., U.K., and EU coordinated closely to secure unconditional clearances from a dozen competition authorities on six continents, ranging from Nigeria and Papua New Guinea to the U.S., U.K., EU, and other jurisdictions along the way.

The competition clearances enabled the parties to close a transaction that has been described in the press as a “milestone” for the satellite communications industry, creating a major global player with multi-orbit capabilities to challenge LEO mega-constellations.

The Gibson Dunn team secured unconditional clearances despite a global campaign of opposition from certain competitors and customers, including public filings in which the opponents claimed that the transaction was a merger to monopoly in certain sectors. Although prior transactions in the satellite communications industry took almost two years to complete and were nearly blocked in the U.K. and EU, the Gibson Dunn team secured unconditional clearances worldwide in just over 13 months.

Gibson Dunn led highly detailed and technical antitrust reviews canvassing the supply of satellite capacity in various industry sectors including media/broadcasting, aviation, maritime and government (and multiples of possible smaller market segments therein) across the world. The team also provided detailed assessments covering the vertical links between the companies’ activities in the (upstream) supply of satellite capacity and the (downstream) supply of satellite services.

The Gibson Dunn team secured unconditional Phase I clearances in numerous jurisdictions worldwide including the EU, the U.K. and Mexico, with authorities such as the European Commission recognizing that the transaction would allow the companies to “increase coverage and resilience as well as to remain competitive.”

Our team was led by corporate partners David Wilf and Phillip Sanders and associates Nicolette Fata and Willow Stowe. Partner Eric Scarazzo and associate Nneka Chukwumah advised on capital markets; partners Joshua Lipton, Attila Borsos, Ali Nikpay, Sophia Hansell, Scott Hvidt, of counsel Alana Tinkler; and associates Steve Pet and Alexander Merritt advised on antitrust; and partner Matthew Donnelly advised on tax.

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Gibson Dunn advised J.P. Morgan and the other initial purchasers in connection with Beach Acquisition Bidco, LLC’s offering of euro-denominated €1 billion 5.250% Senior Secured Notes due 2032 and $2.2 billion 10.000% / 10.750% Senior PIK Toggle Notes due 2033. The proceeds were funded into escrow and are expected to be used to finance a portion of the previously announced acquisition of Skechers U.S.A., Inc. by 3G Capital Partners. Beach Acquisition Bidco, LLC is an affiliate of 3G Capital Partners L.P.

Led by partners Doug Horowitz and Michael Saliba, our corporate team included associates Paul Rafla, Malakeh Hijazi, James Sullivan, Melody Karmana, Caroline Bakewell, and Caroline Simms. Partner Jennifer Sabin and associate Bree Gong advised on tax aspects.

Gibson Dunn is advising the J.R. Simplot Company on its acquisition of the operating business of Clarebout Potatoes.

The J.R. Simplot Company is a privately held food and agriculture company headquartered in Boise, Idaho. Clarebout Potatoes is a leading potato processing company based in Belgium.

Our corporate team is led by partner Phillip Sanders and includes associate Tracey Tomlinson, as well as partner Will McDonald and of counsel Michael Skouras. Partner Doug Horowitz and of counsel Andy Chen are advising on financing; partner James Jennings and associates James Chandler and Nathan Sauers are advising on tax; partner Kate Napalkova is advising on benefits; and partners Christian Riis-Madsen and Stephen Weissman are advising on antitrust.

Gibson Dunn’s pro bono practice is ranked among the top in The American Lawyer’s 2025 Pro Bono Report, at #9 nationally (up eleven spots from 2024) and #10 internationally (up two spots from 2024) — and it is the only firm in the Top 10 both in The American Lawyer’s Pro Bono rankings and in AmLaw’s ranking of firms by revenue. 

AmLaw’s pro bono rankings are based on a score that weighs equally the average number of pro bono hours per lawyer in 2024 and the percentage of lawyers who performed more than 20 hours of pro bono work in 2024.

As part of a feature highlighting some of the legal industry’s best pro bono efforts, the AmLaw report included our firm’s work on launching the Campus Antisemitism Legal Line (CALL), a free legal helpline intended to protect students and professors facing antisemitic hate, violence, and discrimination on college campuses. Gibson Dunn invested more than 3,000 hours in this effort last year.

Over the past decade, our lawyers have dedicated over 1.4 million hours valued at more than $1 billion to pro bono work across the U.S. and around the world — over 206,000 hours in 2024 alone. Commenting on the growth of our Pro Bono Practice and the meteoric rise in our AmLaw Pro Bono rankings, partner Katie Marquart, Pro Bono Chair, said: “We are so proud of the incredible growth that the firm’s Pro Bono Practice has experienced over the past several years, and which we expect to continue in the future.” 

2024 Pro Bono Report

Gibson Dunn represented The Williams Companies, Inc. in a public offering of $750 million aggregate principal amount of 4.625% Senior Notes due 2030 and $750 million aggregate principal amount of 5.300% Senior Notes due 2035.  Barclays Capital Inc., Citigroup Global Markets Inc., MUFG Securities Americas Inc., and Scotia Capital (USA) Inc. acted as representatives of the Underwriters. 

Our team included partner Robyn Zolman and associates Nicholas Linke, Sarah Ediger, and Lauren Guzman. Partner Dora Arash and associate Bree Gong advised on tax.

Gibson Dunn is advising Marriott International on its proposed minority equity investment in Concept Hospitality Private Limited, one of India’s leading hotel management companies with a portfolio of six brands, including The Fern, The Fern Residency, and The Fern Habitat, and over 100 hotels operating in 90 locations.

Our team is led by partner Marwan Elaraby and includes associates Krishna Parikh and Anthony Forde. Partner Attila Borsos, of counsel Claire Shepherd, and associate Christian Liborius are advising on antitrust aspects.

Gibson Dunn advised Liberty Hall Capital Partners on its acquisition of Paxia, Inc., which provides airlines with cloud-based catering and onboard-services management solutions that include galley planning, service scheduling, meal ordering, inventory control, and invoice reconciliation.

Our corporate team was led by partners John Pollack and Chris Harding and of counsel David Sandyk and included associates Kiel Sauerman and Uyen Tu. Partners A.J. Frey and Michael Saliba, of counsel John Kim, and associates Curtis Vella, Sam Stender, James Sullivan, and Virinchi Sindhwani advised on equity financing. Partner Aaron Adams, of counsel Tom Brower, and associates Victoria Jones Yilmaz and Ruoqi Wei advised on debt financing. Partner Kathryn Kelly and associate Doug Bresnick advised on tax aspects, and partner Michael Collins and associate Ashley Romanias advised on benefits.

Gibson Dunn has scored a groundbreaking win for seven trade associations and a small business representing a broad coalition of American industries by obtaining vacatur of the U.S. Federal Trade Commission’s “Click-to-Cancel” Rule for recurring subscriptions — a Rule that would have imposed new, burdensome obligations on hundreds of thousands of companies offering commonly available, convenient subscriptions to customers for everything from newspapers and pet food deliveries to security and medical monitoring services. The Eighth Circuit Court of Appeals unanimously held that the FTC failed to comply with a critical procedural requirement by issuing the Rule. This is Gibson Dunn’s second major victory against the FTC in the litigation over this Rule.

The FTC Act allows the Commission to promulgate rules that define “unfair or deceptive acts or practices,” but only after following a number of procedures that go above and beyond the typical APA requirements for other agencies. These requirements include issuing a “preliminary regulatory analysis” for public comment if a proposed rule amendment will affect the national economy by $100 million or more annually. Although the proposed Rule here would affect a type of contract that over three-quarters of consumers use, the FTC initially claimed that the Rule wouldn’t affect the economy by $100 million or more. Even though an ALJ later found otherwise and the FTC admitted that the Rule would have such effects, it never issued a preliminary regulatory analysis for public comment.

Gibson Dunn petitioned for review of the Rule in four different courts of appeal. When multiple petitions are filed in multiple courts of appeal, the federal “lottery statute” requires the agency to transmit those petitions to the Judicial Panel on Multidistrict Litigation for consolidation in one randomly chosen court.  But the FTC refused to transmit the petitions, saying it had not yet “issued” the Rule. Gibson Dunn asked the Fifth Circuit Court of Appeals for an emergency writ of mandamus, which the Fifth Circuit unanimously granted.

The Gibson Dunn team then proceeded to the merits. The cases were consolidated in the Eighth Circuit Court of Appeals, where our lawyers argued, among other things, that the FTC’s procedural failure mandated vacatur of the Rule. Less than a month after oral argument and one week before the Rule was set to take effect, the Eighth Circuit panel unanimously agreed with Gibson Dunn and, in a groundbreaking opinion about the FTC’s procedural obligations, vacated the Rule in full, rejecting all the FTC’s arguments. This ruling preserves the recurring subscription business model that serves business and customers, and it affords much-needed relief to companies spanning almost all industries that would have otherwise been subject to the new Rule.

The case is Custom Alarm v. Federal Trade Commission, No. 24-3137.

The Gibson Dunn team includes partners Helgi Walker, Lucas Townsend, Allyson Ho, and Brad Hubbard and associates Michael Corcoran, Brian Richman, and Connor Mui.

Gibson Dunn is advising Merck & Co., Inc., one of the world’s largest pharmaceutical companies, on its $10 billion acquisition of Verona Pharma plc, a biopharmaceutical company focused on respiratory diseases.

The Gibson Dunn antitrust team includes partners Steve Weissman and Michael Perry and associate Tristan Locke.