Lawyers Archive

Will McDonald is a partner in the London office of Gibson Dunn and a member of the firm’s Private Equity and Mergers and Acquisitions Practice Groups. He is the Co-Head of Gibson Dunn’s Cross-Border M&A Practice.

Will advises strategic and private equity clients on public and private M&A and corporate finance transactions, with a particular focus on complex, cross-border M&A. He advises across multiple industries, including mining and minerals, aerospace and defence, real estate, industrials, and consumer. He has worked for many years with US private equity firms on their US and cross-border investments into EMEA. Will has particular experience in UK public M&A, having been seconded for two years to the UK Takeover Panel as a case officer. During his time at the Panel, he regulated more than 250 transactions governed by the Takeover Code, including Anheuser-Busch InBev’s £71 billion offer for SABMiller, the UK’s largest takeover.

Will received a M.A. Hons. in History (first class) from the Universities of Edinburgh and Washington in 2004 (Kirkpatrick Scholar) and a Graduate Diploma in Law with commendation from BPP Law School in 2005. He completed the Legal Practice Course at BPP Law School in 2006. He is admitted to practice in England and Wales.

Prior to joining Gibson Dunn, Will was a partner in the mergers and acquisitions practice of another major international law firm.

Will’s experience includes advising: *

News Corporation, a global media company, on its $3.4 billion sale of Foxtel Group, an Australian digital sports and entertainment company, to DAZN Group, a provider of sports streaming
J.F. Lehman & Company in the sale of the Global Marine Group, subsea telecom maintenance and installation services, supporting mission-critical global communications infrastructure, to Keppel Infrastructure Fund.
J.F. Lehman & Company in the acquisition of a majority shareholding of W.S.S. Holding A/S and its subsidiaries, global leaders in marine supply, logistics and budget management services for the maritime industry.
SHI, Ltd. in connection with its follow-on investment into Highview Power, a global leader in long-duration liquid air energy storage plants. The £300 million debt and equity funding round was led by the UK Infrastructure Bank and Centrica alongside an equity syndicate of existing and new investors.
J.F. Lehman & Company in the acquisition and financing of all of the outstanding membership interests of Mission Microwave Technologies, LLC, a designer of radio frequency and microwave electronics supporting ground-based, airborne and space-based applications.
Verint in the acquisition of Qudini Limited, a provider of appointment scheduling solutions.
J.F. Lehman & Company and its portfolio company, Global Marine, on the sale of the Global Symphony offshore support vessel to Jan de Nul Group, and sale of other related assets to another strategic investor.
Macquarie, in the acquisition of 100% of the shares in Euston Solar Farm Limited, a UK-based renewable energy developer focused primarily on the development of utility-scale solar plants.
Web Financial Group, S.A. in the sale of all its technology business to Allfunds, one of the world’s leading B2B WealthTech platforms for the fund industry.
Macquarie Asset Management, via Macquarie Green Investment Group Renewable Energy Fund 2, in its acquisition of 50% of the shares in Island Green Power Limited, a UK-based renewable energy developer focused primarily on the development of utility-scale solar plants.
Sun Communities, Inc. on its acquisition of Park Holidays UK for approximately $1.3 billion.
J.F. Lehman & Company, in connection with the acquisition by portfolio company Integrated Global Services, Inc., a leading provider of thermal spray and other surface protection solutions, of international cleaning and inspections solutions provider, Tube Tech.
Massachusetts Mutual Life Insurance Company on its debt and equity investment in Low Carbon Energy Holdings Limited, a subsidiary of Low Carbon Limited, an established pan-European renewable energy developer and fund manager.
Bally’s Corporation in connection with the $2.7 billion acquisition and financing of Gamesys Ltd., an LSE-listed online gaming company.
DMI in its strategic investment from an affiliate of OceanSound Partners, LP.
J.F. Lehman & Company on the sale of BEI Precision Systems & Space Company, Inc., a company that designs, engineers, and manufactures highly accurate, resilient, and reliable position feedback sensors and frequency reference technologies for mission-critical space, land, air, and sea applications, to Quantic Corporate Holdings, Inc., a portfolio company of Arcline Investment Management.
TransDigm Group Incorporated on the sale of Technical Airborne Components, a leading designer and manufacturer of rods and struts for the aerospace industry, to Searchlight Capital Partners.
J.F. Lehman & Company, on its acquisition of a substantial investment in Trillium Engineering, LLC, a leading designer and manufacturer of highly engineered camera gimbals for unmanned aerial systems (“UAS”) performing mission-critical intelligence, surveillance and reconnaissance missions, from its founders.
The British Land Company PLC on the sale of a 75% interest in a portfolio of three buildings in London’s West End to Allianz Real Estate for £401 million. The portfolio included three buildings, 10 Portman Square, Marble Arch House, and York House, all of which are in Marylebone.
TransDigm Group Incorporated as regulatory counsel in the $965 million acquisition of Cobham Aero Connectivity, a leading provider of highly engineered antennas and radios for the aerospace end market.
J.F. Lehman & Company, on the acquisition of CTS Engines, LLC and CTS Testing, LLC.
HNA, on the cross-border restructuring of the air freight and logistics business, Swissport.
Koch Equity Development LLC, the acquisition and investment subsidiary of Koch Industries, Inc., on its investment into AIM listed Victoria plc, a UK-based global designer, manufacturer, and distributor of flooring products.
L Brands, Inc. in its partnership with Next PLC for its Victoria’s Secret business in the United Kingdom and Ireland.
Freudenberg SE, the global technology group, in connection with the £107 million takeover offer by group member, FV Beteiligungs-GmbH, of Low & Bonar PLC.
OMNOVA Solutions Inc. in its $824 million acquisition by Synthomer plc, a United Kingdom-based specialty chemical company.
J.F. Lehman & Company, in connection with the acquisition and related financing of Global Marine Group.
Sumitomo Heavy Industries, Ltd., a technology leader in industrial machinery and environmental and power technologies, in its $46 million investment into Highview Power, a global leader in long-duration energy storage solutions.
Hansteen Holdings PLC in the £500 million recommended cash acquisition of Hansteen by Potter UK Bidco Limited, a newly-formed company indirectly owned by investment funds advised by affiliates of The Blackstone Group Inc..
Hansteen Holdings PLC in the sale of its Belgian real estate portfolio to a Belgian real estate investor.
Earls Court Investment Holdings Ltd, a subsidiary of a joint venture between a fund advised by Delancey and APG on behalf of its pension fund clients, in connection with its £425 million acquisition of EC Group Holdings Limited from a subsidiary of Capital & Counties Properties Plc.
Sumitomo Heavy Industries, Ltd. in the acquisition of the entire issued share capital of Invertek Drives Ltd. which makes variable frequency drives which are used to control motors in a variety of industrial, commercial, and energy saving applications.
GCA Altium as financial advisor to Project Sword Bidco Limited, a vehicle established by private equity firm NorthEdge Capital LLP, in connection with its £90 million acquisition of Catalis Plc, a provider of development, testing, and publishing services for the global video games market.
AURELIUS Equity Opportunities SE & Co. KGaA on the €330 million auction sale of the Solidus Solutions group to funds advised by Centerbridge Partners, L.P.
The British Land Company PLC on the disposal of 12 superstores held by a joint venture between BL and J Sainsbury PLC to Realty Income Corporation, an entity listed on the NYSE, for aggregate consideration of £429 million (representing a net initial yield of 5.0%).
Roper Technologies, Inc. in its acquisition of Foundry, a leading provider of software technologies used to deliver award-winning visual effects and 3D content for the digital design, visualization, and entertainment industries, in an all-cash transaction valued at £410 million.
Huadong Medicine Co. Ltd. and its subsidiary, Huadong Medicine Aesthetics Investment (HongKong) Limited, on Huadong’s takeover offer for and acquisition of Sinclair Pharma Plc with a total value of approximately £169.
J.F. Lehman & Company, in connection with the acquisition by portfolio company BEI Precision Systems & Space Company, Inc. of Thistle Design (MMC) Limited, a supplier of encoders, resolvers, and other positioning and measurement sensors for the defense and industrial markets.
Greystar Real Estate Partners, LLC in a recapitalization of its and PSP’s Chapter portfolio of student accommodation properties, one of the largest in Central London, by consolidating the portfolio under a new joint venture in which Allianz acquired an interest.
Houlihan Lokey EMEA, LLP in its capacity as financial adviser to GVC Holdings PLC in connection with its up to £3.9 billion cash and share combination with Ladbrokes Coral Group plc.
J.F. Lehman & Company, in connection with the acquisition by portfolio company National Response Corporation of Clean Line Waste Water Solutions Limited, a provider of environmental, industrial and emergency response services in the United Kingdom.
Verint Systems Inc. in its £26.3 million offer for eg solutions plc.
CB Richard Ellis Real Estate Group Services Inc. in its acquisition of an interest in the H2O Rivas Shopping Centre in Madrid, Spain.
J.F. Lehman & Company, in connection with the acquisition and related financing by investment affiliate AGI Holdings LLC of Aish Technologies Limited, a provider of ruggedized display systems, cathodic protection systems and other subsystems for the UK and U.S. navies, as well as other global defense and commercial customers.
Reynolds American Inc. regarding the acquisition by British American Tobacco, p.l.c. of 57.8 percent of the outstanding shares of RAI not owned by BAT and its affiliates in a transaction valued at $49 billion. The sale was effected through a merger of a wholly owned subsidiary of BAT with and into RAI.
Hansteen Holdings PLC in connection with a voluntary recommended cash for Industrial Multi Property Trust PLC, an Isle of Man close-ended property investment company admitted to trading on the Specialist Fund Segment of the Main Market of the London Stock Exchange.
Hansteen Holdings PLC in the disposal of its German and Dutch property portfolios and real estate management business for €1.28 billion to entities owned by funds advised by affiliates of The Blackstone Group L.P. and M7 Real Estate.
PW Real Estate Fund III, LP, which was advised by Aermont Capital LLP, in relation to the £323.3 million cash offer for the entire issued share capital of Pinewood Group plc, the AIM listed company which owned the Pinewood Studios business.
Nick Weber in the formation of Henderson Park Capital Management, a London based private equity real estate asset management platform.
J.F. Lehman & Company, in connection with the acquisition by its portfolio company National Response Corporation of United Kingdom based Sureclean Limited, a provider of specialty solutions to the oil and gas, petrochemical, renewables, utilities, civil engineering, and construction sectors, and the related acquisition financing.
J.F. Lehman & Company, in connection with the sale of portfolio companies Drew Marine and ACR Electronics, Inc. to affiliates of The Jordan Company.
Beaumont Partners SA in connection with the $60 million acquisition financing of the 711-room, 33-story Delta Centre-Ville Hotel in downtown Montréal, Canada. Co-investors included Campus Crest and other investors.
The British Land Company Plc in the acquisition of its joint venture company’s entire issued share capital of wholly owned subsidiary Surrey Quays Limited, including the remaining shares of the 300,000-square-foot Surrey Quays Shopping Centre.
LondonMetric Property Plc in connection with a £60.5 million acquisition and related financing of Primark Distribution Unit, a warehouse distribution center in Thrapston, Northamptonshire, through a corporate purchase.
IBRC Assurance Company and two other investors in the £21 million sale of all assets of the Met Quarter Property Unit Trust, including a high-end shopping center in Liverpool, by three co-investors to Columbus UK Real Estate Fund.
The British Land Company PLC in connection with their joint venture with Norges Bank Investment Management following Norges acquisition of London & Stamford’s 50% shareholding in Meadowhall Shopping Center for £1.5 billion
J.F. Lehman & Company, in connection with the acquisition and related financing by portfolio company Drew Marine of the maritime interests of Chemring Group PLC, a designer, manufacturer, and seller of counter-improvised explosive device (IED) equipment, countermeasures, pyrotechnics, and munitions.
J.F. Lehman & Company, in connection with the acquisition and related financing of ACR Electronics, Inc., a designer and manufacturer of life-saving devices, from Chelton Avionics, Inc., a Cobham plc group company.
Trace One SA in the acquisition of the PLM business of Agentrics.
SAV Credit Limited in connection with the £472 million sale by Palamon Capital Partners, Electra Private Equity, and Morgan Stanley Alternative Investment Partners, of SAV to Värde Partners.
Praesepe plc, a UK-based gaming company listed on AIM, in its £45 million acquisition of Beacon Entertainments Limited, one of the largest adult gaming centers and bingo club operators in the UK, and related placing to existing and new shareholders.
UK REIT Hansteen Holdings plc in relation to the approximately €330 million acquisition and related financing of the German portfolio of the Halverton Babcock Industrial Fund.
London Town Group in its restructuring negotiations with Anglo-Irish Bank in relation to senior facilities of £80 million.
The British Land Company PLC in the purchase of 50% of the issued share capital of Shopping Centres Limited, a 50/50 joint venture with Tesco Plc, which indirectly owns the Surrey Quays and Clifton Moor Shopping Centres.
J.F. Lehman & Company in its $375 million sale of AIS Global Holdings LLC, a leading provider of mission-critical guidance, stabilization and navigation products and systems, d/b/a Atlantic Inertial Systems, to Goodrich Corporation, a leading provider of mission critical guidance, stabilization and navigation products and systems for the global defense market.
J.F. Lehman & Company in its $120 million acquisition of the Drew Marine Business, a global leader in providing technical solutions, high-value products and services to the marine industry, of Ashland Inc., a Fortune 500 diversified chemical company.
Connaught PLC in its £12 million acquisition of UK Fire (International) Limited.
Hansteen Holdings PLC, a property company investing in industrial property, in connection with its £200 million institutional placing and open offer, underwritten by KBC Peel Hunt Ltd, for the purpose of purchasing industrial properties, valuing the company at £335 million.
British Land on the formation of a 50:50 joint venture partnership for the freehold interest in its Meadowhall Shopping Centre near Sheffield. London and Stamford Property Limited and its joint venture partner will acquire a 50% stake in Meadowhall for £587.7 million.
Praesepe plc, f/k/a Aldgate Capital plc, in its $50 million acquisition of the Shipley Amusements group of companies and related debt financing provided by Barclays Bank plc. In connection with the acquisition, Praesepe plc placed up to $75.9 million New Ordinary Shares in an institutional placing, placement agent Numis Securities Limited.
Excalibur Group Holdings Limited, an international investment house specializing in medical sciences and an offshoot of Merlin Biosciences, in connection with its stock-for-stock acquisition of Merchant Ventures Investment Limited.
Inflexion Private Equity Limited in connection with the management buyout of Pims Group Limited, a company that specializes in submersible pumps and conventional and package systems in the United Kingdom.
Eurasian Natural Resources Corporation plc (ENRC) on its primary listing on the Main Market of the UK Listing Authority and admission to trading on the London Stock Exchange and related $3 billion global offer by Deutsche Bank, as sole global coordinator, sponsor, and joint bookrunner, and Credit Suisse, Morgan Stanley, and ABN AMRO Rothschild, as joint bookrunners.
Inspicio Plc in its acquisition of Scientifics Limited.

*Some of these representations occurred prior to Will’s association with Gibson Dunn.

Elisa Wong is an Australian-qualified associate in the London office of Gibson Dunn and a member of the firm’s Technology Practice Group.

Elisa’s experience encompasses advising public and private sector clients on a wide array of major projects across the technology, media, entertainment, and telecommunications industries. Her expertise covers digital infrastructure and transformation, privacy and online safety regulations, as well as technology-adjacent M&A transactions.

Prior to joining Gibson Dunn, Elisa worked in the Sydney office of another major law firm.

Hagen Rooke is a partner in the Singapore office of Gibson, Dunn & Crutcher. He is a member of the firm’s Financial Regulatory Practice Group and has extensive experience advising global financial institutions and corporates on regulatory matters across their full lifecycle, including financial services licensing, conduct of business, regulatory change projects, and contentious matters relating to regulatory investigations and enforcement. His clients include the world’s leading banks, payment services firms, digital asset exchanges, Web3 projects, capital markets intermediaries, fund managers, exchanges, proprietary trading houses, and commodity groups.

With an extensive track record of engaging with regulators such as the Monetary Authority of Singapore (MAS), the Securities and Futures Commission of Hong Kong (SFC), and the UK Financial Conduct Authority (FCA), and with an international client base, Hagen draws on a wealth of institutional and multijurisdictional experience. As such, he is uniquely placed to provide strategic advice to clients on their most critical business and risk-management decisions.

Hagen is a sought-after adviser, speaker, and writer on regulatory developments, both in traditional financial services and in emerging industry segments such as blockchain and Web3. He regularly presents at industry events and roundtables of organizations such as the Alternative Investment Management Association (AIMA), the Singapore Fintech Association (SFA), the Investment Management Association of Singapore (IMAS), and the Association of Certified Anti-Money Laundering Specialists (ACAMS). Hagen currently sits on the SFA’s Capital Markets Services Subcommittee and was a member of the SFA’s Digital Financing Subcommittee.

Chambers Fintech guide ranks Hagen as a Band 1 lawyer for Singapore FinTech Legal. Clients say that “Hagen is one of the top lawyers out there. He truly understands the technology he is advising on, making him an excellent partner from product creation to launch.” Other industry feedback states that he “has a very strong grasp of the legal issues relevant to digital assets, and he understands novel business models that are more relevant in the digital assets space” and that he “provides superb work and he is always on time and responsive.” Legal 500 ranks Hagen as a “Next Generation Partner” for Fintech and financial services regulatory. He is also among the “Asia Super 50 TMT Lawyers 2025” by Asian Legal Business.

Hagen received a Doctor of Law with distinction from the Paris I Panthéon-Sorbonne Université in 2007 and gained his law qualifications (LPC) from BPP Law School in 2008. He graduated with a Bachelor of Laws from the University of Sussex in 2002. Hagen is admitted to practice in England and Wales. He is also able to practice in permitted areas of Singapore Law under Section 36B of the Legal Profession Act. He speaks English, French, and German.

Representative Matters*:

Hagen’s experience includes advising:

Regulatory Licensing and Approvals

Banks, capital markets intermediaries, exchanges, payment services firms, and digital asset exchanges and brokerages on their MAS licensing applications
Investors on regulatory approval requirements for their acquisition of control of regulated institutions
Various financial institutions on their appointment of key officers, including directors, chief executive officers and other senior management personnel

Fintech and Digital Offerings

Various decentralised finance (DeFi) platforms on their regulatory structuring, including their token issuances
A global insurance group on the setup and licensing of a digital insurance distribution hub
A major bank on its integration of various third-party payment and e-commerce offerings into its customer-facing systems
A digital securities exchange on its MAS sandbox application and drafting of its exchange rulebook

Contracts and Documentation

A global systemically important bank on the drafting and negotiation of its agreement for the provision of middle-office services to a life insurance group
The Singapore branch of an international private bank on the drafting of its terms of business
An international private equity group on its global compliance manual
A major Asian securities brokerage on the drafting of its terms of service

Conduct of Business and Governance

An international payments group on its individual accountability and conduct framework
Various digital asset exchanges and brokerages on their asset safeguarding, technology risk management, customer disclosure, and other conduct requirements
A major commodities producer on its global AML/CFT audit and implementation of risk controls
Various banks on their bank secrecy, information security, technology risk management, customer disclosure, and other conduct requirements

Contentious Matters

A major private bank on the regulatory investigation of its execution and disclosure practices in connection with its sale of fixed-income instruments
A hedge fund on the regulatory investigation of its touchpoints with an illicit digital-asset platform
Various commercial banks on their collation and disclosure of information in response to court orders and injunctions
An investment bank on the handling of a regulatory investigation into its customer disclosures and suitability assessments for complex products

* Includes matters handled prior to joining Gibson Dunn.

Karthik Ashwin Thiagarajan is an of counsel in the Singapore office of Gibson, Dunn & Crutcher. He focuses on mergers and acquisitions, joint ventures and corporate restructuring matters in India and Southeast Asia.

Karthik has assisted companies and investors across a variety of industries, including the information technology, fin-tech, telecommunication, logistics and consumer goods sectors. He has also advised clients on several cross-border restructuring matters in Southeast Asia.

In addition to his mergers and acquisitions experience, he also advises clients on internal investigations and anti-corruption reviews in the region. In the recent past, Karthik has assisted clients with investigations in the financial services, information technology, electronics and fast-moving consumer goods sectors in India and Southeast Asia.

Chambers Asia Pacific ranks Karthik for India Corporate/M&A and a client noted that “Karthik Thiagarajan is definitely an expert in his field; he gives us practical advice and understands our needs.” He was also lauded by a client for being “on top of his trade” in the India Business Law Journal’s 2019 “Leaders of the pack” report.

Prior to joining Gibson Dunn, Karthik worked as an international lawyer with a leading law firm in Singapore, where he assisted with technology, media and telecommunications, cross-border restructuring, mergers and acquisitions and joint venture transactions in Southeast Asia and India.

Karthik received his Master of Laws from Harvard University in 2009. He graduated from law school (Bachelor of Arts and Bachelor of Laws (Honors)) from National Law School of India University, where he served as the Chief Editor of the Indian Journal of Law and Technology. He served as a law clerk to Justice Ruma Pal of the Supreme Court of India between 2005 and 2006.

Karthik is admitted to practice in India and New York. He speaks English, Hindi, Tamil and Kannada.

Representative Experience

Kimberly-Clark Corporation on its acquisition of Softex Indonesia, a leader in the fast-growing Indonesian personal care market, for approximately US$1.2 billion from a group of shareholders including CVC Capital Partners Asia Pacific IV.
Uber Technologies, Inc. on the sale of its Southeast Asia ride and food-delivery businesses to Grab, a provider of ride-hailing, ride sharing and logistics services in Southeast Asia, in exchange for a 27.5% stake in Grab.
Voya Financial, a U.S. financial, retirement, investment and insurance company based in New York, on a joint venture in India with the SLK Group, a leading technology and consulting company to provide business process outsourcing and software development services.
Kimberly-Clark Corporation on the acquisition of Hindustan Unilever Limited’s 50% shareholding in Kimberly-Clark Lever Private Limited, a joint venture company between Hindustan Unilever Limited and Kimberly-Clark Corporation.
Colfax Corporation on the acquisition of EWAC Alloys Limited, an Indian wholly owned subsidiary of Larsen & Toubro Ltd, by its subsidiary, ESAB Holdings Ltd.
Celanese Corporation on the acquisition of Next Polymers Limited, an Indian engineering thermoplastics company.
Wolverine World Wide, Inc. on various matters relating to its operations and forays in Asia.
Acumen Fund, Inc. on various investments in India.
Founders of Happy Marketer Pte. Ltd., a leading Southeast Asian digital marketing agency headquartered in Singapore, on its sale to Dentsu Aegis Network Ltd., a global network and specialist/multi-market brands.
The Kraft Heinz Company on the sale of Heinz India Private Limited to Zydus Wellness, an Indian consumer health products company.

Scott Toussaint is a senior associate in the Washington, D.C. office of Gibson Dunn and a member of the firm’s International Trade Practice Group. His practice focuses on compliance with U.S. laws governing international transactions, including economic sanctions, export controls, import restrictions, and foreign investment reviews. Scott’s legal advice is informed by his experience on Capitol Hill and at a leading foreign policy think tank.

Scott helps clients navigate matters before the U.S. Department of the Treasury’s Office of Foreign Assets Control (OFAC), the U.S. Department of Commerce’s Bureau of Industry and Security (BIS), and other regulatory and enforcement agencies. He has deep experience counseling U.S. and foreign companies on compliance with OFAC sanctions; obtaining licenses and guidance; developing corporate compliance programs; conducting investigations into potential sanctions and export control violations; and assessing the national security implications of proposed mergers and acquisitions. He represents clients across a wide range of industries, including energy, financial services, private equity, shipping, manufacturing, and technology.

Scott frequently writes and speaks on U.S. trade restrictions targeting commercially challenging jurisdictions such as Venezuela, Cuba, Iran, Syria, China, and Russia. He is a member of Law360’s International Trade Editorial Advisory Board.

Scott graduated from Stanford Law School, where he was an editor of the Stanford Law Review. He earned a Master of Science in international relations from the London School of Economics and a Bachelor of Arts, cum laude, from Cornell University. Prior to law school, Scott worked in Washington, D.C. for seven years as press secretary and foreign policy advisor for a member of Congress and as head of government affairs at the Carnegie Endowment for International Peace.

He is admitted to practice in the State of California and the District of Columbia.

Select Recent Speaking Engagements

Guest Lecturer, “Sanctions Enforcement,” Georgetown University Law Center (April 8, 2025)
Panelist, “Sanctions and Export Controls: Key Regulatory and Enforcement Trends,” Gibson Dunn Webcast (October 17, 2024)
Panelist, “Introduction to U.S. Economic Sanctions,” Association of Corporate Counsel (September 5, 2024)
Guest Lecturer, “Everything You Ever Wanted to Know About U.S. Sanctions,” U.S. Department of State, Foreign Service Institute (August 14, 2023)
Speaker, “Sanctions Masterclass: Central America,” Association of Certified Anti-Money Laundering Specialists (May 10, 2022)

Select Recent Publications

Opportunities Amid the Challenges of Trump’s BIS Shake-Up, Law360 (January 22, 2026)
Tariffs and Sanctions: An Uneasy Balancing Act at the Supreme Court, Financier Worldwide (January 2026)
What to Expect on Tariffs and Related Risks, Financier Worldwide (May 2025)
International Trade 2024 Year-End Update, Gibson Dunn (February 6, 2025)
2023 Year-End Sanctions and Export Controls Update, Gibson Dunn (February 7, 2024)
2022 Year-End Sanctions and Export Controls Update, Gibson Dunn (February 7, 2023)
2021 Year-End Sanctions and Export Controls Update, Gibson Dunn (February 4, 2022)
Biden Administration Imposes Additional Sanctions on Russia, Gibson Dunn (April 19, 2021)
U.S. Export Controls: The Future of Disruptive Technologies, NATO Legal Gazette (October 2020)
Understanding U.S. Sanctions on Venezuela, Financier Worldwide (April 2019)

Albert Tian is an associate in the Los Angeles office of Gibson, Dunn & Crutcher, where he practices in the firm’s Litigation Department.

Albert earned his law degree from UCLA School of Law, where he was elected to the Order of the Coif and participated in the Supreme Court Clinic. During law school, he served as a judicial extern for the Honorable Kim McLane Wardlaw of the U.S. Court of Appeals for the Ninth Circuit and the Honorable Philip S. Gutierrez of the U.S. District Court for the Central District of California. He also worked as a research assistant for Professor Blake Emerson, served as a graduate assistant tutor for first-year law students, and was Co-Editor-in-Chief of the UCLA Entertainment Law Review.

He was active in AAPI student and professional organizations, serving as Alumni Relations Co-Chair of UCLA Law’s Asian Pacific Islander Law Students Association and as a student representative for the Southern California Chinese Lawyers Association.

Albert holds a Master of Arts in the History of Political Thought and Intellectual History from Queen Mary University of London, as well as a Bachelor of Arts in History from Middlebury College. Prior to law school, he taught history at an international high school in Shanghai, China.

Albert is admitted to practice in the State of California.

Natalie Lamb is an English qualified of counsel in the London office of Gibson Dunn. She is a member of the Mergers and Acquisitions and Private Equity Practice Groups.

Her practice focuses on cross-border private equity M&A, joint ventures, equity investments, and commercial contracts. She has particularly extensive experience in digital infrastructure M&A transactions and the commercial contracts relating thereto, including master services, master lease, and build-to-suit agreements.

Prior to joining Gibson Dunn, Natalie practised in the London, Moscow and Dubai offices of a large international law firm and completed secondments at Helios Towers plc in London and AIG’s sustainability practice in New York.

Selected experience:*

Helios Towers plc in relation to the acquisition of Airtel’s passive infrastructure operating companies in Madagascar and Malawi and the potential acquisition of Airtel’s passive infrastructure assets in Chad and Gabon, together with related long term service contracts.
Helios Towers plc on its multi-jurisdictional acquisitions of telecom tower portfolios and on related master services, build-to-suit and equity investment agreements.
KKR on its investment in 49% of Reintel, the leading dark fibre infrastructure operator in Spain, creating a strategic partnership with Red Eléctrica de España, the partly state-owned and listed Spanish corporation which operates the national electricity grid in Spain.
An institutional investment management firm on a line of equity investment into a UK telecom infrastructure provider and on related 5G commercial contracts.
Helios Towers Nigeria on its acquisition of Multi-Links, a Nigerian mobile network operator and the owner of a 5000 km fibre optic network, from Telkom SA, and on its subsequent sale of Multi-Links.
A global mobile network operator on the divestment of its telecom tower portfolios in Asia and on related joint venture arrangements.
A Middle Eastern mobile network operator on carving out its passive digital infrastructure assets in eight jurisdictions across Africa.
A digital infrastructure on its ongoing complex commercial contractual relationships with partners and sub-contractors, including with respect to managed services, marketing, construction, maintenance, security, service levels, IT, security, fibre IRUs and bandwidth.
A global private equity firm on its acquisition of a European portfolio of performing and non-performing loans.
Sinopec International Petroleum Exploration and Production Corporation in connection with its CAD$10.3 billion acquisition of Addax Petroleum Corporation, a Canadian company publicly traded on the Toronto and London Stock Exchanges, with assets in West Africa and the Middle East

*Some of these representations occurred prior to Natalie’s association with Gibson Dunn.

W. Soren Kreider IV is of counsel in the New York office of Gibson Dunn and a member of the Mergers and Acquisitions and Private Equity Practice Groups. Soren regularly represents clients in mergers, acquisitions, divestitures, joint ventures, strategic collaborations, spinoffs, restructurings, bankruptcy rights offerings and asset acquisitions, private placements, PIPE investments, venture capital investments, and other significant transactional matters across a number of industries, including infrastructure, life sciences, consumer goods, media and entertainment, sports and technology. Soren also has expertise in advising special purpose acquisition companies (SPACs), private equity sponsors of SPACs, operating companies and investors in connection with SPAC business combinations and financing transactions.

Notable representations include:

Private Equity Transactions

Blackstone Infrastructure Partners on its acquisition of Safe Harbor Marinas, the largest marina and superyacht servicing business in the United States, from Sun Communities, Inc. for $5.65 billion.
KKR in a number of transactions, including on KKR and ReliaQuest’s new funding round of more than $500 million led by EQT, KKR, and FTV Capital, with participation from other existing investors Ten Eleven Ventures and Finback Investment Partners.
RedBird Capital Partners and the RedBird Capital joint venture with International Media Investments in a number of transactions, including on the acquisition of All3Media, a leading independent television production and distribution company, from its joint owners, Warner Bros. Discovery, Inc. and Liberty Global Ltd. for £1.15B.
BTG Pactual Strategic Capital in a number of transactions, including on the sale of Legent Health to a newly formed partnership between General Atlantic and Hospital for Special Surgery, the sale of Evergreen Environmental Partners Holdings to Meridian Waste, numerous acquisitions by its portfolio company Unified Disposal Partners Holdings, a preferred equity investment in Leaf Home to support the acquisition of Erie Home, and a strategic investment in UniTek Global Services.
RoundTable Healthcare Partners on its acquisition of EHOB, LLC.
Cornell Capital in connection with its acquisitions of Fastaff Travel Nursing, U.S. Nursing Corporation, trustaff Management, Inc., CardioSolution and Stella.ai.*
Kissner Group Holdings, and its equityholders, including Metalmark Capital and Silvertree-KMC II LP, a venture between Silverhawk Capital Partners and Demetree Salt, LLC, on its sale to Stone Canyon Industries Holdings LLC.*
Goldman Sachs’ private equity, Tailwind Capital, Crestview Partners and Lightyear Capital LLC on various transactions.*

Strategic Acquisitions, Restructurings and Spinoffs

C&S Wholesale Grocers, LLC in its $1.77 billion acquisition of the SpartanNash Company.
Nielsen Holdings plc and its shareholders in the sale of the NCSolutions and Marketing Mix Modeling businesses to Circana.
Ocado Group plc on its acquisition of 6 River Systems from Shopify Inc.*
Clarivate Analytics plc in multiple acquisitions and corporate governance matters, including its $950 million acquisition of Decision Resources Group from Piramal Enterprises Limited.*
Roper Technologies in the $1.625 billion acquisition of iPipeline Holdings, Inc., a portfolio company previously owned by an affiliate of Thoma Bravo.*
Masco Corporation in the acquisition of The L.D. Kichler Co.*
Uniti Group Inc. in multiple acquisitions and internal REIT restructuring matters, including its $700 million acquisition of Southern Light, LLC and its $170 million acquisition of Hunt Telecommunications, LLC.*
The separation, global reorganization and initial public offering of the lithium division of FMC Corporation into Livent Corporation.*
The separation, global reorganization and spin-off of the jeanswear and outlets business of V.F. Corporation into Kontoor Brands.*
Ad hoc group of secured lenders of American Commercial Lines, Inc. in connection with a restructuring and rights offering of American Commercial Lines, Inc. in connection with its Chapter 11 plan of reorganization.*
Ad hoc group of noteholders of Bristow Group Inc. in connection with a restructuring and rights offering of Bristow in connection with its Chapter 11 plan of reorganization.*
Multinational corporation based in Asia in the acquisition of assets out of the bankruptcy of a multinational retail chain in partnership with noteholders of the debtor.*

SPAC Transactions

Constellation Acquisition Corp. and its sponsor on the transfer of the sponsor’s interests in Constellation to affiliates of Antarctica Capital Partners.*
Priveterra Acquisition Corp. on its initial business combination with AEON Biopharma.*
Lavoro Agro Limited on its $1.2 billion combination with TPB Acquisition Corp.*
ProKidney LP on its $1.8 billion combination with Social Capital Suvretta Holdings Corp. III and subsequent capital raising and acquisition transactions.*
Dynamics Special Purpose Corp. on its $230 million IPO and its $601 million business combination with Senti Biosciences.*
Alpha Capital Acquisition Company on its $1 billion merger with Semantix.*
SatixFy Communications Ltd. on its pre-IPO financing, its $813 million combination with Endurance Acquisition Corp and subsequent capital raising and acquisition transactions.*
Highland Transcend Partners I on its $1.9 billion merger with Pharmapacks.*
Silver Spike Acquisition Corp. II on its $446 million combination with Eleusis.*
Valens Semiconductor on its $1.1 billion combination with PTK Acquisition Corp. and subsequent capital raising and acquisition transactions.*
Elliott Opportunity II Corp., a special purpose acquisition company formed by Elliott Investment Management, on its $609.5 million IPO.*

Other Mergers, Acquisitions, Dispositions and Joint Ventures

Founder of an emerging technology company in the cybersecurity industry in connection with multiple U.S. and non- U.S. acquisitions of privately held businesses, general corporate matters, multiple Series A and Series B private placement capital raises, and joint venture transactions in Singapore and Central America.*
Multinational corporation based in Central America on a joint venture and manufacturing relationship with a multinational corporation based in Asia.*
Baker Hughes Incorporated on an agreement to create a North American land pressure pumping company with CSL Capital Management and West Street Energy Partners (WSEP), a fund managed by the Merchant Banking Division of Goldman Sachs.*

Prior to joining Gibson Dunn, Soren was a counsel at an international law firm. Soren received his law degree from the Columbia University School of Law where he was recognized as a James Kent Scholar and a Ruth Bader Ginsburg Prize recipient. He also served as a Bluebook editor of the Columbia Law Review.

*Representations that occurred prior to Soren’s association with Gibson Dunn.

John Kim is of counsel in the New York office of Gibson Dunn and a member of the Private Equity and Mergers and Acquisitions Practice Groups.

John represents private and public companies as well as private equity clients and their portfolio companies and management teams in connection with various corporate transactions, including mergers, equity and asset acquisitions, divestitures, joint ventures, recapitalizations, and other strategic business combinations.

John received his J.D., cum laude, from the University of Chicago in 2005. He earned his B.A. in Biology from Rice University.

Greg Merz is of counsel in the Washington D.C. office of Gibson Dunn. He is a member of the firm’s Investment Funds Practice Group with a focus on regulatory issues, product development and corporate transactions for investment advisers, private and registered investment funds and other financial services products and institutions. Greg has extensive experience with the application of federal and state securities laws to all aspects of the asset management industry, including the Investment Advisers Act of 1940, the Investment Company Act of 1940, Securities Act of 1933, the Securities Exchange Act of 1934, Dodd-Frank Wall Street Reform and Consumer Protection Act, Graham-Leach-Bliley, the USA PATRIOT Act, the Bank Secrecy Act and state blue sky laws. He has been recognized as one of The Best Lawyers in America® for his work in Private Funds and Hedge Funds.

Prior to returning to private practice in 2011, Greg was employed in a number of in-house positions in the asset management industry. He was a Managing Director & Deputy General Counsel for eight years at Legg Mason, where he focused on counseling the firm’s various registered investment advisor affiliates on regulatory matters, product development and government relations. Greg was also involved in supporting Legg Mason’s retail managed financial products (including mutual funds, closed end funds, collective investment trusts, 529 plans and retail separately managed accounts) and in the negotiation and implementation of a number of corporate acquisitions, divestitures and restructurings for the firm.

Before joining Legg Mason, Greg worked at Fidelity Investments for over nine years. While at Fidelity, he provided legal support to a number of different business functions, including portfolio management operations, investment compliance, various international and special product development initiatives, and mutual fund administration.

From 1985 to 1992, he was an Associate in the New York and London offices of a large international law firm, where he was engaged in a general corporate practice with an emphasis on financial services, mergers & acquisitions and international securities law.

Greg earned his law degree in 1985 from the University of Chicago, where he was on the University of Chicago Law Review. He graduated magna cum laude from Middlebury College in 1981 with a Bachelor of Arts degree in Political Science.

He is a member of the District of Columbia, Massachusetts and New York bars.

Ashley Cywicki is of counsel based in the UAE offices of Gibson Dunn, where he practices in the firm’s Transactional Department.

Ashley’s practice focuses on corporate M&A transactions (both public and private) and joint ventures, including in the conventional energy, renewable energy, specialty chemicals, banking and healthcare sectors. Ashley also has experience advising clients on the corporate aspects of fund establishments and fund investments.

Ashley received his law degree (LLB) from the University of Western Australia and is admitted to practice in Western Australia.

Prior to joining Gibson Dunn, Ashley was a senior associate at a Magic Circle law firm, having spent time in their Perth, Dubai and London offices. Ashley has also completed a secondment to the Abu Dhabi National Oil Company (ADNOC) where he focused on downstream projects.

Thomas Barker is an English-qualified of counsel based in Gibson Dunn’s London office. He is a member of the firm’s Mergers and Acquisitions, Private Equity, Technology Transactions, and Capital Markets Practice Groups.

Thomas advises listed companies, financial institutions, and private equity funds on complex cross-border transactions. His broad corporate practice covers mergers and acquisitions, joint ventures, equity issues, public offerings, restructurings and securities law advice.

Thomas has a particular focus on the TMT and Digital Infrastructure sectors advising clients on high-value corporate and commercial matters. He also has significant experience in private equity, advising sponsors such as Blue Owl, Lone Star and Brookfield in Europe and North America and Fajr Capital, Gulf Capital, Investcorp, and Jadwa in the MENA region.

Thomas is recognised by The Legal 500 UK 2024 for Equity Capital Markets – Mid-High Cap, and is ranked as a Notable Practitioner in M&A for the UAE by the IFLR1000 2022 edition.

Thomas read Philosophy, Politics, and Economics at the University of Oxford before completing the Graduate Diploma in Law at BPP Law School and the Legal Practice Course at Kaplan Law School.

Selected M&A experience advising*:

Blue Owl Digital Infrastructure on its disposal of seven European colocation data centre assets to Apollo.
e& on its exit from the Khazna Data Center joint venture with G42 for approximately $2.2 billion.
e& on its collaboration with HTC to design and develop a white-labelled metaverse platform to be known as “e& universe”.
e& on the creation of a joint venture with G42 to which e& and G42 contributed their respective data centre offerings in the UAE.
ePLDT on the potential sale of certain data centre assets in the Philippines.
Stonepeak and MIESCOR on the combination of their joint venture (MIDC) with a joint venture between Macquarie Capital and Global Network Inc (PhilTower) to create one of the largest independent telecommunications towers companies in the Philippines.
Americana on a joint venture with REEF Technology to open and operate cloud kitchens across the Middle East offering Americana, REEF and third party brands.
Jadwa Investment Company and United Eastern Group on the sale of their respective stakes in United Eastern Medical Services, a UAE-based healthcare group, to Mubadala Healthcare.
Fajr Capital and Blackstone on the sale of a significant minority stake in GEMS Education to funds led by CVC Capital Partners.
Polymath Holdings on the sale of its stake in Amana Healthcare to Mubadala.
Gulf Capital on its investment in Emirates Auction.
GE Power on the sale of its Distributed Power business to Advent International for $3.25 billion.
Engie on the sale of its 40.5% stake in Paiton, an Indonesian power asset, to Nebras Power and Mitsui.
ZZ Capital International on its investment in Building Energy, a global, vertically integrated, multi-technology IPP operating in the renewable energy industry.
GMT Communications Partners with respect to the sale of MeetingZone to LoopUp Group plc which constituted a reverse takeover under the AIM Rules.

Selected Capital Markets experience advising*:

ADNOC Gas on its $50 billion Abu Dhabi listing and IPO.
Trustpilot Group on its £1 billion London listing and IPO.
Emirates NBD on the £2.2 billion London listing and IPO of Network International (a subsidiary of Emirates NBD).
Agility on the proposed London and Dubai listings and IPO of Tristar Transport (a subsidiary of Agility).
THG on certain capital fundraisings by way of placings, subscriptions and a retail offer (acting for the banks).
AO World on its capital raising by way of a cashbox placing.
Sophos Group on the placing of shares by Dr. Peter Lammer and Dr. Jan Hruska raising $582 million, in connection with the takeover offer by Thoma Bravo.
Fairfax Africa on its investment in Atlas Mara, an African-focused financial services institution listed on the London Stock Exchange, through a firm placing and open offer for ordinary shares and mandatory convertible bonds which converted into ordinary shares on closing of the open offer.

* Includes experience prior to joining Gibson Dunn.

Hannah Watson Fanin is of counsel in the London office of Gibson Dunn and is a member of the firm’s Investment Funds Practice Group. She advises a broad variety of institutional investors, including national and international development finance institutions, pension funds, sovereign wealth funds, funds of funds, and investment banks. Her clients invest into private funds covering a range of asset classes, including real estate, infrastructure, private equity and debt, in both developed and emerging markets.

Hannah’s experience spans a variety of fund-related transactions, from fund formation, co-investments and secondary transactions, through to GP and LP-led restructurings, enforcement actions and advising on end-of-life issues. Prior to joining Gibson Dunn, Hannah worked at another major international law firm and in house at an institutional investor.

Jason S. Park is of counsel in the New York office of Gibson Dunn and a member of the firm’s Investment Funds Practice Group.

Jason focuses on the formation and operation of private investment funds, including buyout funds, growth equity funds, real estate funds, natural resources funds, credit funds and co-investment funds, as well as funds-of-one and similar custom arrangements. His practice also includes advising on carried interest and similar internal GP arrangements and strategic initiatives involving private fund sponsors.

He earned his Juris Doctor, cum laude, from the New York University School of Law in 2016. He received his Bachelor of Commerce, with high distinction, from the University of Toronto in 2013.

Jason is admitted to practice in the State of New York.

Kevin Lafferty is of counsel in the Century City office of Gibson Dunn, where he practices in the firm’s Transactional Department.

Kevin has a broad-based practice encompassing public and private merger transactions, acquisitions, joint ventures and investments as well as a variety of private equity and financing transactions for investment fund clients, including co-investments, fund restructurings and recapitalizations, secondary transactions and investment management firm stake investments and partnerships. He also advises public and private companies with respect to corporate governance matters.*

Kevin earned his law degree in 2013 from Duke University School of Law. While in law school, he served as an editorial board member of the Duke Law Journal and as a judicial extern to the Honorable Dolores K. Sloviter on the U.S. Court of Appeals for the Third Circuit. He graduated magna cum laude from the University of Pennsylvania in 2009 with a Bachelor of Arts degree in Economics.

Kevin is admitted to practice law in the States of California and New York.

*Includes representations prior to Kevin’s association with Gibson Dunn.

Ari Lanin is a partner in Gibson Dunn’s Century City office and Co-Chair of the firm’s Private Equity Practice Group. He advises companies and private equity firms across a wide range of industries, focusing on public and private merger transactions, stock and asset sales, joint ventures and strategic partnerships, and public and private capital-raising transactions. Ari also advises public companies with respect to securities regulation and corporate governance matters, including periodic reporting and disclosure matters, Section 16, Rule 144, insider trading and the implementation of Rule 10b5-1(c) plans.

Ari is also a member of the firm’s Mergers and Acquisitions, Capital Markets, Securities Regulation and Corporate Governance, and Media, Entertainment and Technology practice groups.

Ari was ranked by Chambers USA in the category of Private Equity: Buyouts – California from 2020 to 2025, where clients described him as an “excellent, smart lawyer” and a “brilliant advocate.” From 2016 to 2022, Ari was also ranked by Chambers USA in the category of Corporate/M&A: Private Equity, where clients described him as “smart as a whip, incredibly responsive and a great team member,” having ” an intense work ethic” and a “superlative lawyer [who is] amazingly pragmatic and an incredible resource.”

Ari was named by Lawdragon as one of the 500 Leading Dealmakers in America for 2021, 2022, 2024 and 2025, and to the Los Angeles Business Journal’s LA500 list from 2019 to 2025. The LA500 lists the 500 most influential people in Los Angeles. The Los Angeles Business Journal named Ari as one of its “Leaders of Influence” for Private Equity from 2020 to 2024. Ari was also named to the Daily Journal’s 2018 list of the ‘Top 100 Lawyers in California.’ Variety named Ari to its Dealmakers Impact Report in 2014, 2015, 2017, 2018, 2019 and 2022. Variety also named him to its 2017, 2018, 2019 and 2022 Legal Impact Report, an annual list of the leading attorneys in the entertainment industry, and its “Hollywood’s New Leaders” list in 2012. The Hollywood Reporter named Ari to its 2017 Power Lawyers List, which features 100 of the entertainment industry’s most powerful attorneys. He has also been recognized as one of The Best Lawyers in America® for his work in Mergers and Acquisitions for 2023, 2024, and 2025.

Representative Transactions – Mergers and Acquisitions

Aurora Capital Group. Acquisition and subsequent disposition of DuBois Chemicals, Inc.
Aurora Capital Group. Acquisition and subsequent disposition of Industrial Container Services, LLC.
WndrCo, LLC. Organization and partnership with investors.
Platinum Equity. Acquisition and subsequent disposition of NILCO.
Platinum Equity. Acquisition of Interior Logic Group and Criterion Brock.
Aurora Capital Group. Acquisition of Pace Analytical Services.
Aurora Capital Group. Acquisition of Restaurant Technologies, Inc.
Korn Ferry International. Acquisition of Hay Group.
The Chernin Group. Partnership with KKR in CA Media and creation of Emerald Media.
Otter Media. Acquisition of a majority stake in Fullscreen, a multichannel network.
RecoverCare, LLC. Merger of RecoverCare, LLC and Joerns Healthcare, LLC.
The Chernin Group. Joint venture with AT&T to acquire, invest and launch online video businesses.
Aurora Capital Group. Acquisition of National Technical Systems, Inc.
Aurora Capital Group. Acquisition of Zywave, Inc.’s insurance division.
Platinum Equity and The Gores Group. Acquisition and subsequent disposition of Alliance Entertainment.
The Chernin Group. Partnership with an investor group including Providence Equity Partners and Qatar Holding LLC.
Aurora Capital Group. Acquisition of Market Track, LLC.
Aurora Capital Group. Acquisition and subsequent merger of RecoverCare, LLC and MedaSTAT, LLC.
Bionics Trust. Buyout of contingent consideration relating to merger agreement with Boston Scientific Corporation for $1.15 billion and related asset dispositions.
K&F Industries Inc. Sale to Meggitt-USA, Inc., a subsidiary of Meggitt PLC, for approximately $1.8 billion.
Mitsui Chemicals, Inc. Acquisition of Silvue Technologies Group, Inc.
Infineon Technologies AG. Acquisition of Primarion, Inc.
Goldman, Sachs & Company. As financial advisor to Genesis Microchip, in the sale of Genesis Microchip Inc. to STMicroelectronics for a total equity value of approximately $336 million.
Korn/Ferry International. Acquisition of Lominger Limited, Inc., Lominger Consulting and related intellectual property.
IAC/InteractiveCorp. Joint venture with Dow Jones to offer personal finance related web services.
Hollywood Entertainment Corporation. Advised the Special Committee of the Board of Directors in the sale of Hollywood Entertainment Corporation to Movie Gallery, Inc. for approximately $1.25 billion. Advised the Special Committee in connection with the successful defense against a hostile takeover attempt by Blockbuster Inc.
Helix Medical Inc. Sale to Freudenberg-NOK General Partnership.
PictureArts Corporation. Sale to Jupitermedia.

Representative Transactions – Capital Markets

Represented Barclays Capital as sole underwriter in connection with MGM Resorts International’s $512 million common stock offering and Tracinda Corporation’s $348 million secondary common stock offering.
Represented Douglas Dynamics, Inc. in its initial public offering.
Represented AECOM Technology Corporation in an at-the-market equity offering of up to four million shares of common stock.
Represented Banc of America Securities LLC as lead underwriter in connection with a $750 million 13.00% senior secured notes offering by MGM Resorts International.
Represented Citigroup Global Markets, Inc. as lead underwriter in connection with a $750 million 7.50% senior notes offering by MGM Resorts International.
Represented Barclays Capital Inc. as lead underwriter in connection with a $750 million 7.625% senior notes offering by MGM Resorts International.
Represented Banc of America Securities LLC as lead underwriter in connection with a $250 million 6.875% senior notes offering by MGM Resorts International.
Represented American Tire Distributors Holdings, Inc. in its debt exchange offer and resale.
Represented Deutsche Bank Securities as lead underwriter in connection with a $300 million 5.875% senior notes offering by MGM Resorts International.
Represented JPMorgan as lead underwriter in connection with a $450 million 5.875% senior notes offering by MGM Resorts International.
Represented Morgan Stanley as lead underwriter in connection with a $450 million 5.875% senior notes offering by MGM Resorts International.

Additional Representations – Securities Regulation and Corporate Governance

Korn/Ferry International
Intel Corporation
Mondelez International, Inc.
Shea Homes
Herbalife Ltd.
Fluor Corporation

Publications

Ari has authored publications and client memoranda on a variety of securities law and mergers and acquisitions related matters.

“Equity Repurchase Provisions, Good Faith and Fiduciary Duties”, published in the Delaware Business Court Insider
“SEC Staff Issues Updated Interpretive Guidance on Rule 10b5-1 Plans”
“Mandatory Electronic Filing and Other Changes to Form D”
“Chapter 14: Roles and Responsibilities of Non-Board Participants in Corporate Governance” in Corporate Governance: Law and Practice Treatise, LexisNexis/Matthew Bender Treatise
“Cashing Out Company Stock Options in M&A Transactions,” December 2007 edition of Financier Worldwide magazine
“Planning for Electronic Filing and Website Posting of Section 16(a) Reports”
“SEC Requires Electronic Filing of Section 16(a) Reports”
“SEC Proposes Rules Implementing Provisions of Sarbanes-Oxley Act of 2002 Requiring Companies to Reconcile Non-GAAP Financial Information, File Earnings Announcements and Releases on Form 8-K, Disclose Off-Balance Sheet Arrangements, Contingent Liabilities in Management’s Discussion and Analysis, and Prohibit Issuers, Directors and Officers from Trading During Pension Fund Blackout Periods”

Education

Ari received his law degree in 2000 from the University of Southern California Law School, where he was elected to the Order of the Coif and served as a member of the Southern California Law Review. He earned a Bachelor of Arts degree in history, with a minor in music, magna cum laude and Phi Beta Kappa, from Brandeis University in 1997.

Tyler Helms is an associate in the San Francisco Office of Gibson Dunn, and a member of the firm’s Antitrust and Competition Practice Group.

Before joining the firm, Tyler served as a law clerk to the Honorable Roslyn O. Silver of the U.S. District Court for the District of Arizona. He received his law degree from Stanford Law School and graduated summa cum laude from Arizona State University with degrees in Economics and Political Science.

Tyler is a member of the California bar.

Aaron Hauptman is a litigation associate in the Washington, D.C. office of Gibson Dunn. He practices in the firm’s Appellate and Constitutional Law and Administrative Law and Regulatory Practice Groups.

Before joining Gibson Dunn, Aaron clerked for the Honorable Neomi Rao of the U.S. Court of Appeals for the D.C. Circuit and for the Honorable Jerry E. Smith of the U.S. Court of Appeals for the Fifth Circuit.

He received his law degree from Yale Law School, where he served as Executive Editor of the Yale Journal on Regulation, as a member of the Supreme Court Clinic, and as a Coker Fellow (legal writing instructor).

Prior to law school, Aaron worked as a management consultant. He graduated summa cum laude from Princeton University with a major in Public Policy and a minor in Neuroscience.

He is admitted to practice law in the District of Columbia.

Alex Harris is of counsel in the Los Angeles office of Gibson Dunn. He currently practices in the firm’s Litigation Department. Alex focuses on appellate and intellectual property litigation.

Alex has been recognized by Best Lawyers: Ones to Watch® in America for Appellate Practice (2021-2024), and Litigation – Intellectual Property (2022-2024).

Prior to joining the firm, Alex served as a law clerk to the Honorable Raymond M. Kethledge of the United States Court of Appeals for the Sixth Circuit. He received his law degree from Stanford Law School, where he conducted advanced clinic coursework in Supreme Court litigation and edited the Stanford Technology Law Review.

Alex has argued before federal and state courts, at the trial and appellate levels, in paid and pro bono cases. He has also served as Continuing Legal Education faculty and his work has appeared in the Maryland Journal of International Law and the Washington Legal Foundation’s Legal Opinion Letters.

Alex is licensed to practice law in the State of California and before the U.S. Supreme Court, the U.S. Courts of Appeals for the Federal, Sixth Circuit, and Ninth Circuits, and the U.S. District Courts for the Northern and Central Districts of California.

Alex’s representative matters include:

Lead associate in a major Supreme Court patent case, Alice v. CLS, 573 U.S. 208 (2014). The Court unanimously held ineligible patents asserted against Gibson Dunn client CLS Bank claiming the abstract idea of escrow, implemented on a generic computer. In naming Gibson Dunn the 2015 Litigation Department of the Year, The American Lawyer described Alice as “a gamechanger for Silicon Valley tech companies.”
Successfully defended in the Second Circuit, and prevented Supreme Court review of, Gibson Dunn client NML Capital’s injunction ordering Argentina to abide by its contractual promise to provide equal treatment to NML’s bonds that Argentina had defaulted on. Alex and the rest of the Gibson Dunn team then enforced the injunction against numerous subsequent challenges, culminating in NML recovering over $2.4 billion on the defaulted bonds.
Won dismissal with prejudice of a putative consumer class action against a major technology company, in the first motion the court heard.
In multiple separate cases, won affirmance of claim construction and summary judgment of non-infringement in the Federal Circuit.
Represented patent holder in Hatch-Waxman suit where accused infringers abandoned their defenses before trial, and the Federal Circuit affirmed the final judgment upholding the patent term extension.
Drafted several amicus briefs before the Supreme Court.
In a pro bono representation, obtained dismissal of a criminal citation issued against food truck owners, leading Arlington County, Virginia to amend its food truck regulations

Matt Gregory is a partner in the Washington D.C. office of Gibson Dunn. He practices in the firm’s Litigation Department and Appellate and Constitutional Law and Administrative Law Practice Groups.

Matt has been recognized in the 2023 and 2024 editions of Best Lawyers: Ones to Watch® in America for both Administrative / Regulatory Law and Appellate Practice and is a member of the Edward Coke Appellate Inn of Court.

Matt represents corporate clients in a wide range of appellate, administrative law, and litigation matters.

Representative matters include:

Represented large mortgage lender in successful challenge to the Consumer Financial Protection Bureau’s attempt to impose more than $100 million in liability based on retroactive application of a flawed interpretation of the Real Estate Settlement Procedures Act.
Represented multiple companies in separation-of-powers challenges to the CFPB’s unconstitutional structure.
Represented major bank in litigation involving the Federal Deposit Insurance Corporation’s retroactive application of a new interpretation of deposit-insurance regulations.
Represented cigar manufacturer in a constitutional and Administrative Procedure Act challenge to a 2016 rulemaking at the Food and Drug Administration that subjected virtually all tobacco products to the FDA’s regulatory authority.
Represented cryptocurrency exchange in litigation challenging the Securities & Exchange Commission’s overbroad interpretation of the securities laws, resulting in voluntary dismissal of the SEC’s claims.
Represents cryptocurrency exchange in private securities class action.
Represents banking industry in Administrative Procedure Act challenge to the Federal Reserve’s process for imposing bank capital requirements.
Assisted clients in other administrative law matters involving agencies including the Centers for Medicare & Medicaid Services, Commodity Futures Trading Commission, Department of Agriculture, Department of Defense, Department of Justice, Environmental Protection Agency, Executive Office for Immigration Review, Federal Communications Commission, Federal Trade Commission, Financial Crimes Enforcement Network, National Mediation Board, Office of Foreign Assets Control, Surface Transportation Board, and U.S. Citizenship and Immigration Services.
Represented major retailer in Fourth Circuit appeal defending against claims by the United States and Virginia under the False Claims Act and state law involving Medicaid reimbursements.
Represented major auto manufacturer in California state court appeals involving novel questions under the California Lemon Law.
Represented major auto manufacturer in successful Seventh Circuit appeal affirming in large part dismissal of putative class action alleging discriminatory hiring practices.
Represented a freight-hauling railroad, winning a Seventh Circuit appeal in a dispute with a commuter rail agency.
Represented a nationwide home-improvement retailer, securing dismissal of a putative FCRA class action.
Advised multiple clients on the impact of the Supreme Court’s decision in Students for Fair Admissions v. Harvard on employee and supplier diversity programs.

Matt also has an active pro bono practice focused on civil litigation against federal and state agencies.

Representative pro bono matters include:

Represents public-interest organization in litigation challenging the government’s imposition of annual fees on asylum applicants.
Litigated successful constitutional challenge to Mississippi’s application of licensing requirements for cosmetologists to makeup artists.
Litigated successful challenge to Florida city’s attempt to recover attorney fees from plaintiff in federal civil-rights lawsuit.
Obtained transfer of Virginia prisoner in solitary confinement to more humane conditions at a new prison.
Represented immigrant in appeal challenging denial of asylum and withholding of removal.
Represented former prisoner in appeal of jury verdict in case involving allegations of abuse by a prison guard.
Represented public-interest organization in state-law open records case.
Filed amicus briefs in support of certiorari in the United States Supreme Court in cases involving qualified immunity, civil forfeiture, and religious liberty.

Before joining Gibson Dunn, Matt clerked for Justice Anthony M. Kennedy of the U.S. Supreme Court and Judge Raymond M. Kethledge of the U.S. Court of Appeals for the Sixth Circuit.

Matt graduated summa cum laude from the University of Michigan Law School in 2014. While there, he served as an editor on the Michigan Law Review. Before entering law school, he drove a forklift for a large retailer in Eugene, Oregon, and then owned and operated a small limousine and wine tour business in Portland, Oregon. He received his bachelor’s degree from the University of Oregon in 2004.

Matt is admitted to practice law in Virginia and the District of Columbia. He lives in Northern Virginia with his wife and four children.