Matthew C. Barnett

Representative transactions include the representation of:

Mergers & Acquisitions

ABM, a leading provider of integrated facility services and solutions, in its acquisition of RavenVolt, Inc., a leading nationwide provider of advanced turn-key microgrid systems utilized by diverse commercial and industrial customers, national retailers, utilities and municipalities.

AT&T Inc. in its US$130 billion reverse morris trust transaction to merge Warner Media with Discovery, Inc.

Kite Pharma, Inc. in its US$11.9 billion acquisition by Gilead Sciences, Inc. (the largest ever pre-commercial biopharmaceutical merger)

Valeant Pharmaceuticals International, Inc. in its US$15.8 billion acquisition of Salix Pharmaceuticals, Ltd. and its US$2.6 billion acquisition of Medicis Pharmaceutical Corporation

Merck KGaA in its US$6.5 billion successful toping bid for Versum Materials, Inc.

Cymer, Inc. in its US$3.9 billion acquisition by ASML Holding N.V.

Ontario Teachers’ Pension Plan Board in its US$1.8 billion acquisition of SeaCube Container Leasing Ltd.

PacWest Bancorp in its US$2.3 billion merger with CapitalSource Inc.

1st Century Bancshares, Inc. in its US$115 million acquisition by Midland Financial Co.

Ziff Davis, LLC, a subsidiary of j2 Global, Inc. in its US$465 million tender offer for Everyday Health, Inc.

B. Riley Financial Inc. in its US$160 million all stock acquisition of FBR & Co. and its US$143 million cash acquisition of magicJack VocalTec Ltd.

Optimer Pharmaceuticals, Inc. in its US$801 million acquisition by Cubist Pharmaceuticals, Inc.

Perella Weinberg Partners LP as exclusive financial advisor to the Special Committee of Liberty Broadband Corporation in its US$8.7 billion 13e-3 merger with GCI Liberty, Inc.

j2 Global, Inc. in its unsolicited offer to acquire Carbonite, Inc.

An undisclosed bidder in its attempt to interlope in the acquisition of Morgans Hotel Group Co. by SBEEG Holdings, LLC

Rent-A-Center, Inc. in its US$1.65 billion part cash/part stock acquisition of Acima Holdings LLC

Saama Technologies Inc. in the strategic growth investment and acquisition of a majority stake in Saama by Carlyle and a co-investor group for up to US$430 million

DigitalBridge Group, Inc. in connection with DigitalBridge Investment Management’s acquisition of a controlling stake in Vertical Bridge Holdings and its US$3.2 billion divestiture of its Wellness Infrastructure business

Parkland Corporation in its acquisition of Conrad & Bischoff Inc. and its related companies

Pacific Western Bank in its US$58 million acquisition of American Perspective Bank

VeriFone, Inc. in its sale of certain taxi payment and media related assets

Unified Grocers, Inc. in its US$390 million acquisition by SUPERVALU INC.

NVISION Eye Centers in the sale of a majority stake to an affiliate of Ontario Teachers’ Pension Plan Board

Juniper Networks, Inc. in its US$500 million acquisition of 128 Technology, Inc. and its US$405 million acquisition of Mist Systems, Inc.

Valeant Pharmaceuticals International, Inc. in its US$112 million acquisition of a pharmaceutical product line from QLT, Inc.

Zynga Inc. in its US$527 million cash and stock acquisition of NaturalMotion Limited

AT&T Inc. in the US$2 billion sale of its Connecticut wireline business to Frontier Communications Corporation

SK hynix Inc. in the acquisition of a product line from Violin Memory, Inc.

On Assignment, Inc. in its US$600 million acquisition of Creative Circle, LLC

Edmunds in the sale of a minority equity stake to CarMax, Inc.

Majority Holder of International Coffee & Tea, LLC, the owner of The Coffee Bean and Tea Leaf in connection with a rollover and majority acquisition by a consortium led by Advent International

Founder and CEO of Hudson Clothing in connection with the sale of certain assets of Joe’s Jeans Inc. and merger with the parent company of Robert Graham

45% Holder of Savers, Inc. in connection with rollover in US$1.7 billion acquisition by a private equity consortium

VeriFone, Inc. in a 50/50 joint venture with the owners of Gas Station TV, to operate a digital video media and advertising business at gas stations

California Resources Corporation in the formation of a midstream joint venture with affiliates of Ares Management and a concurrent private investment in public equity (PIPE)

A major technology company in its proposed establishment of an e-commerce joint venture in China

Private Equity

Consolidated Aerospace Manufacturing, LLC a portfolio company of Tinicum Incorporated in its US$1.5 billion acquisition by Stanley Black & Decker, Inc.

Ares Management and Ontario Teachers’ Pension Plan Board in their US$1.5 billion 50/50 acquisition of CPG International Inc.

Ontario Teachers’ Pension Plan Board in its >US$1 billion acquisition of PODS (Portable On Demand Storage)

Crescent Capital Group LP in its US$338 million sale of a 51% interest to Sun Life Financial Inc.

Colony Capital, Inc. in the sale of a minority stake in its Digital Colony investment management platform to Wafra Inc. for over US$400 million and additional capital commitments

Tinicum Incorporated in the acquisition of Astrodyne Holding Corp. and the acquisition by an existing portfolio company of certain advertising and billboard assets from Clear Channel Outdoor

B. Riley Principal Investments in the acquisition of a 30% stake of bebe stores, inc. through the cancellation of certain indebtedness and through additional primary and secondary purchases

Lightyear Capital in connection with the acquisition of Paradigm Acquisition Corp.

Learners Digest International, LLC in its US$150 million sale to Wolters Kluwer NV 

Securities

SPAC Sponsor in connection with its US$250 million SPAC initial public offering

The AZEK Company Inc., a portfolio company of Ares Management and Ontario Teachers’ Pension Plan Board in its ~US$880 million initial public offering

Affiliates of Joseph Sanberg in the acquisition of >35% of Blue Apron Holdings, Inc. through a private placement and rights offering backstop for common shares and warrants

The Underwriters in the initial public offering and subsequent secondary offerings for ClubCorp Holdings, Inc.

Orchard First Source Asset Management in the US$100 million initial public offering of its subsidiary business development company, OFS Capital, Inc.

The Underwriters in numerous registered offerings of Kratos Defense & Security Solutions, Inc.

The Underwriters/Sales Agents in numerous registered offerings and at-the-market programs for Terreno Realty Corporation

Colony Capital, LLC and other selling stockholders in the underwritten offering of shares of First Republic Bank

The Underwriters in AT&T’s US$5 billion investment grade debt offering

Mattel, Inc. in multiple registered offerings of senior unsecured notes

AT&T Inc. in issuing ~US$8 billion of preferred securities of certain subsidiaries in private placements

Amazon.com, Inc. in acquiring ~40% warrant coverage in connection with certain commercial arrangements with Atlas Air Worldwide Holdings, Inc. and Air Transport Services Group, Inc.

Group of Investors purchasing common stock, mandatorily convertible preferred stock and warrants representing ~40% of the equity in Intermountain Community Bancorp and backstopping its rights offering

The Underwriters in a US$1.5 billion notes offering by Northrop Grumman Corporation and in connection with a concurrent tender offer for up to US$1.9 billion of outstanding notes

j2 Cloud Services, LLC, a subsidiary of j2 Global, Inc. in the US$650 million private placement of high-yield notes

Arconic Corporation in issuing US$1 billion of senior secured notes in multiple private placements

The Initial Purchasers in a US$350 million unregistered offering of senior notes for ClubCorp Holdings, Inc.

Vrio Corp., a subsidiary of AT&T Inc., its US$1 billion private placement of notes and proposed IPO

Finance and Restructuring

Ares Management in a senior preferred equity financing in connection with Ferrellgas Partners’ restructuring transactions and exit from Chapter 11

Key Energy Services, Inc. in connection with a debt-for-equity exchange, new credit facilities, new governance arrangements,  reverse stock split and warrant issuance pursuant to a restructuring support agreement

California Resources Corporation in connection with its Chapter 11 bankruptcy process

Crescent Capital Group in a number of transactions, including providing senior subordinated loans, subordinated notes and participating in second lien credit facilities