Drew Elphick is an associate in the Mergers & Acquisitions practice.
Drew’s practice focuses on domestic and cross-border corporate transactions involving both public and private companies, including mergers, acquisitions, divestitures, tender offers, reorganizations, venture capital and private equity transactions.
Drew represents buyers, sellers and financial advisors across various industries and regularly advises clients on matters of corporate governance and corporate law, and on various commercial arrangements, including partnerships, joint ventures and licensing arrangements.
- Greenidge Generation Holdings Inc. in its acquisition of Support.com, Inc. and related Nasdaq listing to create the first publicly traded, vertically integrated bitcoin mining and power generation company.
- Aegion Corporation in its $1.1 billion sale to an affiliate of New Mountain Capital, L.L.C.
- ViacomCBS Inc. in the pending $2.175 billion sale of its Simon & Schuster publishing business to Penguin Random House LLC, a wholly-owned subsidiary of Bertelsmann SE & Co. KGaA.
- ViacomCBS Inc. in the $500 million sale of its CNET Media Group business to Red Ventures.
- Sears Hometown and Outlet Stores, Inc. in its going-private acquisition by Transform Holdco LLC for approximately $5.2 billion and the related $132.9 million sale of its Sears Outlet and Buddy’s Home Furnishing Stores businesses to Franchise Group, Inc. (formerly Liberty Tax, Inc.).
- Abertis Infraestructuras, S.A. and GIC Special Investment Pte. ltd. in their consortium acquisition of a 72.3% stake in one of the largest toll road operators in Mexico, Red de Carreteras de Occidente (with Abertis Infraestructuras, S.A. acquiring a 51.3% stake for €1.5 billion).
- Citigroup Global Markets Inc. as dealer manager to Xerox Holdings Corporation in connection with its $35 billion takeover bid for HP Inc.
- Citigroup Global Markets Inc. as financial advisor to Continental Building Products, Inc. in relation to its approximately $1.4 billion acquisition by Saint-Gobain S.A.
- PJT Partners LP and Sandler O’Neill & Partners, L.P. as financial advisors to a special committee of the Board of Directors of TD Ameritrade Holding Corporation in relation to its approximately $26 billion acquisition by The Charles Schwab Corporation.
- Marcus, Goldman Sachs’ online consumer banking unit, in its partnership with Walmart Inc. to offer Walmart Marketplace retailers business lines of credit.
- Starbucks Corporation on the $7.15 billion sale to, and global alliance with, Nestlé S.A. of its business of marketing, selling and distributing certain Starbucks branded products through consumer packaged goods and foodservice channels.*
- Messer Group GmbH and CVC Capital Partners Fund VII on the $3.6 billion acquisition of a majority of Linde AG's industrial gases business in North America and certain business activities in South America.*
- SCR-Sibelco NV and Unimin Corporation on the acquisition of Fairmount Santrol Holdings Inc by way of cash and stock merger to create an industry-leading proppant and industrial materials solutions providers with expected annual revenues of approximately $2 billion.*
- Henderson Group Plc in its $2.61 billion stock-for-stock merger of equals with Janus Capital Group Inc., a leading global asset manager with assets under management of more than $330 billion.*
- Bank of America Merrill Lynch International Limited as financial adviser to Linde AG in connection with its $80 billion merger of equals with Praxair, Inc. to create a leader in the global industrial gases sector.*
- Hamakua Energy Partners, L.P. and Hamakua Land Partnership, L.L.P. (affiliates of ArcLight Capital Partners LLC) in the $73.5 million sale of Honoka’a, Hawai’i based electricity plant to Ekahi 2017, LLC (a subsidiary of Hawai’i Electric Industries, Inc.)*
- Evotec AG in its $300 million acquisition of Aptuit, a provider of integrated early discovery to mid-phase drug development solutions to the global pharmaceutical industry.*
- Smiths Group plc in its $75.5 million antitrust divestiture to OSI Systems, Inc. of the global explosive trace detection business acquired as part of Smiths Group’s $710 million acquisition of Morpho Detection, a detection and security solutions business from Safran S.A.*
- MSD Capital, L.P. in its $360 million preferred investment in connection with the $4 billion acquisition of Ultimate Fighting Championship.*
- Sysco Corporation in its $3.1 billion acquisition of Brakes Group, a leading European foodservice distributor based in the UK.*
- China Zhongwang Holdings Ltd. in its $1.1 billion acquisition of Aleris Corp., a Cleveland, Ohio based aluminum manufacturer.*
- AstraZeneca Plc in its $7 billion acquisition of a 55% equity stake and option to purchase the remaining 45% equity stake in Acerta Pharma, B.V., a privately owned biopharmaceutical company based in the Netherlands and the US.*
- Breeze-Eastern Corporation, a leading designer and manufacturer of high performance lifting and pulling devices for military and civilian aircraft, in relation to its $206 million acquisition via tender offer and back-end merger by TransDigm Group Incorporated.
- Asahi Glass Co., Ltd in relation to a $65 million Series C equity funding round in Kinestral Technologies, Inc., a San Francisco based developer of responsive smart-tinting glass.*
- *Denotes prior firm experience