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Sponsor's Obligations in an LBO in the Post-Crises Era: Equity Commitment Letters and Limited Guarantees

Speaker(s): Aaron F. Adams, Brian M. Gingold
Recorded on: Apr. 21, 2015
PLI Program #: 139986

Brian M. Gingold is a partner in the New York office of Gibson, Dunn & Crutcher.  Mr. Gingold is a member of Gibson Dunn’s Mergers and Acquisitions and Private Equity Practice Groups.  He has represented both public and private companies, as well as private equity clients (including their portfolio companies), as targets and acquirers in a wide variety of acquisition transactions.  In addition, he has also advised these clients in connection with joint ventures, proxy contests, corporate governance and securities law matters and other complex corporate transactions.  In connection with these matters, Mr. Gingold has been involved and counseled clients and attorneys in the negotiation of, and underwriting process for, numerous rep and warranty insurance policies.

Mr. Gingold’s private equity clients have included, among others, Catterton Partners, KKR, Blackstone, First Reserve, Hellman & Friedman, Investcorp B.S.C., Silver Lake, Littlejohn & Co., and their various portfolio companies.  Mr. Gingold’s corporate clients have included, among others,, CSL Limited, Coty, Avnet, EMC Corporation, Dresser-Rand, Vodafone Group plc and Clearwire Corporation.  In addition, his investment banking clients include Citibank, Goldman Sachs, JPMorgan, Blackstone and Evercore Partners.

Mr. Gingold joined Gibson Dunn in 2010.  Previously, from 2000 to 2010, Mr. Gingold was an associate at Simpson Thacher & Bartlett LLP.  Mr. Gingold received his Juris Doctor from The University of Michigan School of Law in 2000, cum laude, where he was a member of The Journal of Law Reform and was the winner of the Solomon Nadler Award for outstanding work related to commercial law, corporate law and securities regulation, as well as the Board Award for Excellence in Legal Writing and Oral Advocacy.  He received his Bachelor of Arts, magna cum laude, from University of Pennsylvania in 1997.

Mr. Gingold is admitted to practice in the State of New York. 

Recent Representative Transactions

  • COTY:  Represented COTY in its acquisition of nail care company OPI Products Inc.
  • Investcorp:  Represented Investcorp, and its portfolio company, American Tire Distributors, in connection with its sale to TPG for approximately $1.3 billion.
  • Catterton Partners:  Represented Catterton Partners in various acquisition transactions.
  • CSL Limited:  Represented CSL Limited, the largest pharmaceutical company in Australia, in connection with its purchase of Talecris Biotherapeutics Holdings Corp., a portfolio company of Cerberus Capital Management, for approximately $3.1 billion and its acquisition of the global plasma therapeutics business, Aventis Behring, from Aventis SA.
  • Louis Dreyfus Highbridge Energy:  Represented Louis Dreyfus Highbridge Energy, the energy trading and marketing arm of Louis Dreyfus Group, one of the world’s largest commodities traders, in connection with the sale of its midstream assets segment to a joint venture owned by Energy Transfer Partners, L.P and Regency Energy Partners LP, for approximately $1.925 billion.
  • Sleepy’s:  Represented Sleepy’s in connection with its leveraged recap and sale of a minority interest to Calera Capital.
  • Summit Materials:  Represented Summit Materials in connection with various private acquisition transactions, including Norris Asphalt Paving, Continental Cement Co., EnerCrest Products Inc. and Harper-Ready Mix Concrete. 


Mergers and Acquisitions
Energy and Infrastructure
Fashion, Retail and Consumer Products
FDA and Health Care
Life Sciences
Private Equity


University of Michigan
   2000 J.D. (cum laude)

University of Pennsylvania
   1997 Bachelors (magna cum laude)


New York Bar


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Aaron F. Adams is a partner in the New York office of Gibson, Dunn & Crutcher. He is a member of Gibson Dunn’s Global Finance Practice Group. Mr. Adams represents borrowers and lenders in connection with senior credit facilities, note offerings, mezzanine financings, asset-based financings and other banking and credit matters.

Mr. Adams is ranked nationally as a leading Banking & Finance lawyer by Chambers USA: America’s Leading Lawyers for Business and Chambers Global: The World’s Leading Lawyers for Business.

Mr. Adams earned his Juris Doctor in 2000 from the Boston University School of Law, where he was a member of the Boston University Law Review. He received a Master of Arts degree from The University of Chicago in 1996 and a Bachelor of Arts degree in Philosophy with honors from Swarthmore College in 1994. Prior to joining Gibson Dunn, Mr. Adams was an associate in the New York office of Cravath, Swaine & Moore from 2000 to 2006.

Mr. Adams is admitted to practice in the State of New York.