Maggie D. Flores, P.C.

Public Company Representations

• AbbVie in several transactions, including:
  • $63 billion acquisition of Allergan and related $30 billion offering of senior notes to fund the acquisition; the offerings represent the largest corporate bond sale of 2019 and the fourth-largest in history
  • exchange offers and consent solicitations for ~$22 billion of Allergan debt in connection with AbbVie’s acquisition of Allergan
  • acquisition of Soliton for ~$550 million
• Caesars Entertainment in the $500 million sale of its World Series of Poker brand to NSUS Group
• Palo Alto Networks in its $500 million acquisition of IBM’s QRadar Software as a Service business, and its strategic partnership with IBM to deliver AI-powered security outcomes to customers
• Carlisle Companies in the $2.025 billion sale of Carlisle Interconnect Technologies to Amphenol Corporation
• Bristol Myers Squibb in its acquisition of MyoKardia (NASDAQ: MYOK) for approximately $13.1 billion
• Owens & Minor in its $1.6 billion acquisition of Apria (NASDAQ: APR)
• KRAFTON in its $750 million acquisition of Unknown Worlds Entertainment
• Avaya Holdings in its $500 million strategic partnership with RingCentral
• Tenneco in its $5.4 billion acquisition of Federal Mogul
• R1 RCM in several transactions including its strategic investments by Towerbrook and Intermountain Health and in its $460 million acquisition of Intermedix
• Ingevity Corp. in its $315 million acquisition of Georgia-Pacific's pine chemical business
• Epiq Systems in its $1 billion sale to OMERS Private Equity
• Deere & Co. in several transactions, including:
  • its $5.2 billion acquisition of The Wirtgen Group
  • in numerous investment-grade offerings totaling over $10.3 billion
• Norwegian Cruise Line Holdings in its PIPE investment from L Catterton as part of Norwegian’s multi-tranche financing for aggregate proceeds of approximately $2.4 billion
• United Airlines in connection with the Payroll Support Program under the CARES Act
• TerraForm Global in its $810 million high-yield offering
• Solera Holdings in its $400 million high-yield offering
• SunEdison Semiconductor in connection with its $107.6 million initial public offering and $227.9 million follow-on offering
• Zebra Technologies in its acquisition of Motorola Solutions and related $1.05 billion high-yield offering to fund the acquisition and its acquisition of Xplore Technologies
• CDW Corporation in its $454.5 million initial public offering, subsequent follow-on offerings totaling approximately $1.4 billion and $600 million high-yield offering
• GSE Holding in its $72.5 million initial public offering

Private Equity and other Private Company Representations

• TPG in several transactions, including:
  • its majority investment in Surescripts
  • its sale of PS to Groupe ADP
  • the sale of its portfolio company CLEAResult to Kohlberg & Company
  • its acquisition of Troon
  • the sale of its portfolio company Llamasoft to Coupa Software (NASDAQ: COUP) for approximately $1.5 billion
  • its investment of LifeStance Health
  • the sale of its portfolio company Transplace to Uber (NYSE: UBER) for approximately $2.25 billion
• Patient Square Capital in multiple transactions, including:
  • the consortium acquisition of Syneos Health for approximately $7.1 billion
  • its $4.1 billion acquisition of Patterson Companies
  • its $890 million acquisition of Radius Health
• Centerbridge Partners in several transactions, including:
  • its pending acquisition of Precinmac
  • its acquisition of MacLean Power Systems
  • its $1.6 billion acquisition alongside Bridgeport Partners of Computer Services Inc.
  • its majority investment in Syncapay for the acquisition of North Lane Technologies (formerly Wirecard North America) and combination with daVinci Payments
  • its acquisition of American Bath Group
  • the formation and launch of Martello Re and related reinsurance and asset management arrangements
  • its investment in Heartland Food Products Group
• Cressey & Company in multiple transactions, including:
  • the acquisition of HealthDrive
  • the acquisition alongside Health Enterprise Partners of The InterMed Group
  • HHAeXchange in its investment from Hg
  • the acquisition of HHAeXchange
  • the acquisition of Elite Dental
• Apax Partners in its $1.75 billion take-private acquisition of Thoughtworks
• Weeks Marine, Inc., in its sale to Kiewit Corporation
• Paine Schwartz Partners in mutltiple transactions, including:
  • its acquisition of AgroFresh Solutions
  • its $150 million PIPE investment in AgroFresh Solutions
• Starwood Capital Group on its acquisition of Extended Stay America in joint venture with Blackstone for approximately $6 billion
• iNRCORE LLC, a portfolio company of The Jordan Company, in its acquisition of Gowanda Components Group
• Amer Sports and its investor consortium in Precor’s sale to Peloton for approximately $420 million
• Brookfield on its acquisition of the Everise platform from Everstone
• Rush Street Interactive in its $1.7 billion business combination with dMY Technology Group
• Harvest Partners in its acquisition of Service Express
• Wellspring Capital Partners in its acquisitions of Steele Solutions, Inc. and Milan Supply Chain Solutions
• Greenbriar on its acquisition of Arotech Corporation (NASDAQGM: ARTX)
• Thoma Bravo in numerous transactions, including:
  • the $1.6 billion acquisition of Barracuda Networks (NASDAQ: CUDA)
  • the acquisition of Quorum Software, as well as Quorum Software’s acquisitions of Coastal Flow and Archeio Technologies
  • the acquisitions of Aucerna, Nintex Global, Riskonnect and Planview
  • the $240 million initial public offering of SailPoint Technologies Holdings, Inc. (NASDAQ: SAIL), and in several subsequent secondary offerings
  • the acquisition of TRADER Corporation for approximately C$1.575 billion
  • the acquisition of Riverbed Technology and the related $525 million high-yield bond offering to fund the acquisition
• Linden Capital Partners in numerous transactions, including:
  • the acquisition of Biospecimen Holdings, a portfolio company of Arsenal Capital Partners
  • the acquisition of Hydrafacial and the subsequent $1.1 billion combination of Hydrafacial with Vesper Healthcare Acquisition Corp.
  • the acquisition and subsequent sale of Z-Medica to Teleflex Incorporated (NYSE: TFX)
  • the acquisition of Chesapeake IRB, its combination with Shulman IRB to become Advarra and Advarra’s subsequent $1.28 billion sale to Genstar
  • the acquisition of Young Innovations, several add-on acquisitions including the acquisition of Oral-B professional care products from Procter & Gamble, and the subsequent sale of Young Innovations to The Jordan Company
  • the sale of CORPAK MedSystems to Halyard Health, Inc. (NYSE: HYH)
  • the acquisitions of Spear Education, Virtus Pharmaceutical and Sage Dental
  • the sales of Behavioral Centers of America, Hycor Biomedical and Drayer Physical Therapy
• Reverence Capital Partners in its acquisition of Advisor Group, Inc.
• Arsenal Capital-backed CPS Performance Materials Group in its acquisition of GEO Specialty Chemicals
• High Plaines Gaming, an affiliate of Rush Street Gaming , in connection with Churchill Down’s acquisition of an ownership stake in Rivers Casino Des Plaines
• Victory Park Capital in its PIPE investment in Rimini Street, Inc. (NASDAQ: RMNI) and the sale of a minority stake to Pacific Current Group
• MAI Holdings in its $135 million high-yield offering
• New Harbor Capital in its acquisitions of FYZICAL and Certica Solutions
• GCA Services Group in its $1.25 billion sale to ABM (NYSE: ABM)
• CHS Capital in the sale of TricorBraun Holdings to AEA Investors and the acquisition and subsequent sale of Royall & Company to the Advisory Board Company for $850 million
• Navistar International in its $300 million high-yield offering
• Arlon Group in its acquisition of the Coastal Companies
• Madison Dearborn Partners in its acquisition of a majority interest in Walgreens Infusion Services
• Harren Equity Partners in the acquisition of Virginia Tile Company and the sale of Huskie Tools
• Blue Point Capital in the sale of Callison Architecture to Arcadis NV
• Clear Channel Communications in its $575 million high-yield offering and $1.2 billion investment-grade offering
• Accel-KKR in Kana Software’s acquisition of Ciboodle and Kana Software’s subsequent sale to Verint Systems (NASDAQ:VRNT)
• Parthenon Capital in its acquisition of Merchant Warehouse and in several add-on acquisitions for Altegra Health, a Parthenon Capital portfolio company
• Olympus Partners in its $190 million high-yield offering to fund the acquisition of NPC International
• Ally Bank and Ally Financial in two asset-backed notes offerings totaling over $2 billion