Mostafa Mabrouk is an England and Wales qualified associate in the Dubai office of Gibson, Dunn & Crutcher. He is a member of the Mergers and Acquisitions group.

Mostafa completed a Bachelor of Politics, Philosophy and Law (LLB) from King’s College London University and successfully completed the Legal Practice Course (Solicitors) with BPP University (London).

He is also admitted to the Egyptian Bar Association and is fluent in English, Arabic and French.

Representative Experience *

• Related Argent, a UK real estate developer, on its joint venture with NTT UD Europe (subsidiary of Japan’s Nippon Telegraph and Telephone) for the third Build-to-Rent, mixed-use park town development at Brent Crown Town, London.
• A joint venture between Trinity Investments, Partners Group, and funds managed by Oaktree Capital Management in its acquisition and financing of The Standard Hotel, London.
• An asset management firm in connection with a loan to convert an office building in Europe into a luxury chain hotel.
• Talaat Moustafa Group (TMG) on the investment in TMG’s hospitality arm, ICON Hotel Investment Ltd (ICON Group), by a consortium comprised of investment and holding company, Abu Dhabi Developmental Holding Company PJSC (ADQ) and ADNEC Group.
• ADNOC and its subsidiary ADNOC Refining on the sale of ADNOC Refining’s waste management operations in Al Ruways Industrial City, Abu Dhabi, to a consortium comprising ADQ, Veolia and Vision Invest.
• The Ministry of Finance, Kingdom of Saudi Arabia in connection with a US$ 11,000,000,000 Senior Unsecured Term Loan Credit Facility coordinated and arranged by Industrial and Commercial Bank of China Limited, Dubai (DIFC) Branch. It is the largest loan in EMEA in 2023.
• Assisting in the bid submission for the award of a BOO solar power plant of 200 MW in Komombo, Aswan (Egypt).

*Includes representations prior to Mostafa’s association with Gibson, Dunn & Crutcher.

Matthew Schwartz is a partner in the New York office of Gibson, Dunn & Crutcher. He is a member of Gibson Dunn’s Mergers and Acquisitions, Private Equity and Sports Law Practice Groups.

Matthew regularly represents private equity firms, sovereign wealth funds and their portfolio companies on leveraged buyouts, growth equity investments and other transactions. Matthew’s representative clients include MidOcean Partners, Quad-C Management, Epilog Partners, the Public Investment Fund of the Kingdom of Saudi Arabia (PIF), ATL Partners, KKR, Veritas Capital, Redbird Capital Partners, Investcorp, Blackstone and Littlejohn & Co., among others. Matthew has been recognized as “One to Watch” in Mergers and Acquisitions Law by The Best Lawyers in America®. Prior to joining Gibson Dunn, Matthew was an associate at Simpson Thacher & Bartlett LLP in both its New York and Hong Kong offices, gaining significant experience in cross-border and international M&A.

In addition, Matthew has developed extensive experience in the technology, media, sports and entertainment sectors, and also served as the Chief Legal Officer of LIV Golf from January 2023 – November 2024. Matthew was named a Law360 Rising Star in Sports & Betting.

Representative Mergers and Acquisitions and Private Equity Experience*

• MidOcean Partners in numerous transactions, including the acquisition of or investments in Music Reports, Hanley Wood, BDX, Pragmatic Institute and Casper’s Ice Cream and the sale of the Planet Group and Hunter Fan.
• Quad-C Management in numerous transactions, including the acquisition of, or investments in, Astrix Technology Group, Learner’s Edge, NightOwl Global, and Legacy Food Group, and the sale of Stanton Carpet Corp., Galleher Corp., @properties and S.i. Systems.
• Epilog Partners in their acquisition of Care Connectors Medical Group.
• KKR in numerous transactions, including the acquisition of, or investments in, CA Media and establishment of Emerald Media, Weststar Aviation Services Sdn. Bhd. (Malaysia), PT Tiga Pilar Sejahtera Food Tbk. (Indonesia), Goodpack Limited (Singapore), Avendus Capital (India), Alliance Tires Group B.V. (India) and the sale of Capsugel ($5.5bn) and Oriental Brewery (Korea) ($5.8bn).
• Primavera Capital Group and Ant Financial Services Group in connection with an aggregate $460mm investment in Yum China, concurrent with its spinoff from Yum! Brand’s.
• ATL partners, in connection with its investment in Arrive Logistics and sale of Pilot Freight Services to A.P. Moller-Maersk ($1.7bn).
• Littlejohn & Co. in its acquisition of Cook & Boardman and sale of a majority interest to Platinum Equity.
• Blackstone in its A$750mm acquisition of Orical Chemicals (Australia) and its investment in NantWorks.
• Investcorp in its acquisition of Mercury Capital, investment in and establishment of a real estate management JV and sale of Nobel Learning Communities.
• True Wind Capital in its strategic partnership with, and carve-out involving, the American Institute of Architect’s Contract Documents Business.
• Alibaba in numerous transactions, including the $1.6bn going-private transaction involving AutoNavi Holdings.  
• Kuadi Dache in its strategic stock-for-stock merger with Didi Dache
• Compania de Petroleos de Chile in connection with its acquisition of Terpel S.A. and $535mm acquisition of Delek US Holdings.
• NextEra Energy in connection with its $760mm sale of its interest in the Marcus Hook generating assets to Starwood Energy.
• Ungerer & Company in its acquisition by Givaudan.
• FTI Consulting in its acquisition of Delta Partners.
• General Electric, in the spin-off of GE HealthCare.

Representative Sports and Entertainment Experience*

• PIF, in connection with the formation and establishment of LIV Golf, as well as Acting Chief Legal Officer of LIV Golf from January 2023 to November 2024, including advising LIV Golf on its corporate structure, all player agreements, sponsorship rights and related agreements and material broadcast agreements (including with Fox).
• Beemok Capital in numerous transactions, including the acquisition of the M1000 Cincinnati Open from the United States Tennis Association, the governing body of U.S. tennis.
• David Tepper in his $2.275bn acquisition of the Carolina Panthers.
• The lead minority investors in their investment in the Seattle Kraken and acquisition of the NHL’s 32nd expansion franchise.
• RedBird Capital Partners in a number of significant acquisitions, including Italy’s Associazione Calcio Milan (AC Milan Football Club), and the acquisition from The Walt Disney Company of the YES Network.
• Affiliates of Yankee Global Enterprises and the Dallas Cowboys, in connection with the sale of a stake in Legends Hospitality to Sixth Street and the acquisition by Legends Hospitality of ASM Global.
• An investor in the Miami Marlins.
• The Weinstein Company in its proposed sale.
• A tennis equipment manufacturer in drafting form sponsorship agreement for Tennis athletes.
• The American Flag Football League in connection with its Series A financing and broadcasting partnership with the NFL.
• 2 of the original 12 founders of the Overwatch League (Envy Gaming and Gen. G (formerly KSV Esports International)) in their negotiation of Team Participation Agreements and related corporate matters.
• Envy Gaming in its Series A financing with Hersh Interactive Group.
• ReKTGlobal, Inc., an esports company, in the acquisition of Rogue, a Las Vegas-based esports team.
• Dallas Cowboys owner Jerry Jones and the Jones family in connection with the acquisition of esports entity, compLexity Gaming.
• Blue Pool Capital (the family office of Joe Tsai) in the acquisition of the San Diego Seals, a National Lacrosse League expansion team.
• Confidential bidders in connection with expansion agreements with Major League Soccer and the Women’s National Basketball Association.
• IMG in its agreement to relocate the Miami Open to Hard Rock Stadium.
• The North American Soccer League on corporate matters.
• Daikin in its naming rights deals for the Houston Astros stadium.
• The City of Atlanta and Fulton County Recreation Authority regarding an arena operating agreement and non-relocation agreement in connection with the $192mm State Farm Arena (formerly Philips Arena) renovation project.
• USA Volleyball in a multiyear footwear, apparel and accessory agreement with Adidas.
• Axiomatic Gaming in their investment (along with KKR, Kleiner Perkins and others) in the $1.25bn investment in Epic Games.

*Includes representations prior to Matthew’s association with Gibson, Dunn & Crutcher.

Yama Keshawerz is an associate attorney in the Denver office of Gibson Dunn. He currently practices in the firm’s Corporate Department, and has represented clients in matters related to corporate governance and M&A litigation.

Yama earned his Juris Doctor and Master of Laws degrees from Duke Law School. He also has a Master of Laws from Wake Forest University School of Law and a Bachelor of Arts in Law and Political Science from Alberoni University. At Duke Law School, Yama served as a staff editor of the Duke Journal of Comparative & International Law and attended the Duke–Leiden Institute on Global and Transnational Law in The Hague, the Netherlands.

Prior to joining Gibson Dunn, Yama helped clients with business immigration matters, worked as a Consular Affairs Officer at an embassy in Washington, DC, and served as a Visiting Scholar at Stanford Law School.

Yama is admitted to practice law in Colorado, New York, and Washington, D.C.

James is a partner in the London office of Gibson, Dunn & Crutcher and specialises in structured and asset finance. He is Co-Chair of the Transportation and Space Group and a member of the Finance Practice Group.

James has extensive experience representing investment banks, lessors, financiers, equity investors, private equity, hedge funds, manufacturers, operators and arrangers on a variety of corporate, asset- and receivables-backed financing and leasing transactions involving aircraft, ships, oil rigs, rolling-stock, power turbines, military assets and other moveable equipment.

James has advised clients on a wide array of structured asset and corporate financing solutions, including capital markets transactions, asset-backed securities (ABS), enhanced equipment trust certificates (EETC), operating leases, structured tax-based financings, export-credit transactions, restructurings, securitisation, and portfolio deals such as leasing company acquisitions, M&A asset portfolio sales and purchases, joint ventures, Islamic financing projects, Japanese leasing, and default and restructuring matters.

James has conducted numerous lectures on structured asset and corporate finance and has contributed articles to several respected industry journals. James is ranked as a Band 1 asset finance practitioner by both Chambers UK and Chambers Global. He is also distinguished as a “Leading Partner” by Legal 500 UK, a notable practitioner in IFLR1000, and holds rankings in both Who’s Who Legal and Legal Experts.

Chambers UK 2025 notes that James “has a terrific team, is highly regarded for being market-savvy and is very strategic” as well as being “excellent in terms of industry and market knowledge as well as getting things resolved quickly, pragmatically and efficiently.” Further, it is noted that “He has excellent client service and is fantastic at organising a large and very capable team.” In previous years, clients have noted that “Jim is exceptionally client-focused. He’s also a strong negotiator with a huge amount of commercial awareness.“

Legal 500 UK 2025 highlights that “James Cameron has excellent knowledge of the industry and is great for large transactions which involve a strong team of associates.” In previous years, clients have noted that “Jim Cameron is an excellent negotiator and deal maker and a great individual to have in your corner when a transaction needs to get done. He brings a wealth of experience and practical nous to any deal he works on.”

James is a Fellow of the Royal Aeronautical Society, serves as a trustee for multiple charities, including Laureus Sport for Good, and is the chairman of the School of Hard Knocks.

Prior to joining Gibson, Dunn & Crutcher, James was a partner in the Asset Finance practice group at another major international law firm. James is admitted to practice in England and Wales.

James’ experience includes:*

Aircraft Finance and Leasing

• Advised the finance parties in connection with the financing of up to $71 million relating to a portfolio of aircraft on lease to AAB and its affiliates registered in Malaysia and Thailand
• Advised a consortium of banks (Citibank, Societe Generale, RBC and NordLB) in connection with an amend, extend and restatement of a 2019 facility for TrueNoord under which 17 aircraft were refinanced, with further new aircraft to be added
• Advised the finance parties in connection with the refinancing of up to $161 million relating to a portfolio of Aircraft on lease to AAB and its various affiliates registered in Thailand, Indonesia, Malaysia and the Philippines
• Advised CMB Financial Leasing in relation to its sale and leaseback acquisitions of four Airbus A320-251N aircraft to Frontier Airlines, Inc.
• Advised Elix Aviation Capital on its purchase of ten new ATR42-600S aircraft from ATR
• Advised volofin in connection with a senior secured limited recourse loan facility with ACS, financing aircraft engines. The portfolio consisted of an initial nine engines with scope for further engines to be financed. The finance documents contain a committed and uncommitted facility totaling $50 million
• Advised Citibank, Société Générale, Royal Bank of Canada and NordLB as Lenders and arrangers in connection with a secured credit facility for up to $640,000,000 for TrueNoord for the financing of the acquisition of an initial portfolio of 10 identified aircraft, (including 4 ATR42-600 and 6 E2-195 aircraft), and further aircraft to be identified in the future
• Advised MUFG on a $82 million JOL secured limited recourse financing of two A321-200NX Aircraft on lease to Wizz Air Hungary
• Advised ORIX on competition law matters with respect to its acquisition from Merx of their 50pc share in SORA Airlease DAC
• Advised Credit Suisse as lender on a $50 million bilateral facility for International Consolidated Airlines Group S.A.
• Advised ORIX on the sale and leaseback with United for 15 new Boeing 737 MAX 8 aircraft
• Advised Muzinich & Co in respect of finance leases for two Boeing 737 aircraft with the TUI Airlines
• Advised SMBC AC in connection with the negotiation of leases for, and the deliveries of, two A321 LR aircraft to Air Transat
• Advised CMB Financial Leasing as seller on the sale of two narrowbody aircraft to Lunar Aircraft Holdco
• Advised Oaktree Capital Management on the merger of Elix (owned by funds managed by Oaktree Capital Management) and Adare Aviation Capital to form the new leasing company Abelo
• Advised Citibank, SMBC, Goldman Sachs and CACIB on the provision of a $750 million bridge loan to British Airways secured over a portfolio of Boeing and Airbus aircraft
• Advised Goldman Sachs, Deutsche Bank, Citi, Morgan Stanley and Investec in relation to the refinancing of various facilities with Falko
• Advised Goldman Sachs in relation to a $400 million sale and leaseback financing with Falko and Delta
• Advised BNP Paribas and CACIB on the provision on a $300 million secured aircraft warehouse facility to a joint venture entity owned by Airbus and JP Lease
• Advised AerCap on a sale and leaseback with United Technologies of a portfolio of 90 Pratt & Whitney engines related to various Airbus aircraft owned by AerCap or its affiliates and leased to various airlines
• Advised TUI in relation to its arrangements with Boeing regarding its 737-max
• Advised Elix Assets I Limited as borrower and Elix Aviation Capital as guarantor in its $350 million secured warehouse facility from a syndicate of lenders including Deutsche Bank, Citibank, BNP Paribas and Nomura for the refinancing of its portfolio of ATR and Bombardier turboprop aircraft of difference vintages and leased to a variety of lessees
• Advised BNP Paribas and Nomura for the refinancing of its portfolio of ATR and Bombardier turboprop aircraft of difference vintages and leased to a variety of lessees
• Advised TUI Travel on the order of 60 aircraft from Boeing valued at $6.1 billion, as well as purchase options for a further 90 aircraft
• Advised Vueling in its purchase agreement for the purchase of 62 narrow-body passenger jets with a total value of $5.4 billion, as well as options to purchase a further 58 aircraft from Airbus
• Advised Investec on the financing of a portfolio of aircraft acquired by Investec Global Aircraft Fund

Corporate Finance, Joint Venture and M&A

• Advised Chorus Aviation Inc. on the sale of Falko Regional Aircraft Limited, together with Chorus’ equity interests in certain aircraft investment funds managed by Falko and its affiliates, to investment funds managed by HPS Investment Partners, LLC, in a transaction valued at $1.9 billion
• Advised Dubai Aerospace Enterprise (DAE) Ltd on the acquisition, through one of its affiliates, of a portfolio of 64 Boeing 737 MAX aircraft from a wholly owned subsidiary of China Aircraft Leasing Group Holdings Limited
• Advised SMBC Aviation Capital in relation to its acquisition of Goshawk Aviation Limited, which included a portfolio of approximately 160 owned aircraft and 15 managed aircraft
• Advised Fortress Investment Group LLC and certain of its managed funds on the sale to Chorus Aviation Inc. of Falko Regional Aircraft Limited, together with other asset owning entities managed by Falko, in a transaction valued at approximately $855 million (including debt assumed)
• Advised SMBC Aviation Capital in relation to its acquisition of Goshawk Aviation Limited
• Advised Fortress Investment Group LLC and certain of its managed funds on the sale to Chorus Aviation Inc. of Falko Regional Aircraft Limited, together with other asset owning entities managed by Falko, in a transaction valued at approximately $855 million
• Advised ORIX Aviation in connection with its $2.2 billion acquisition of a 30% stake in Avolon from Bohai Capital
• Advised AWAS and its owners Terra Firma and Canada Pension Plan Investment Board on an agreement to sell a portfolio of 90 aircraft to Macquarie Group Limited for a total consideration of $4 billion
• Advised Oaktree on the establishment of Elix, and its turboprop and regional jet venture
• Advised the shareholders of TrueNoord on the establishment of its turboprop and regional jet business
• Advised Oaktree on the establishment of Meta -a leasing platform for military and technology assets
• Advised SMBC in its acquisition of RBS Aviation Capital. The portfolio comprised 210 Aircraft with a further 90 on order, with a sale price of $7.3 billion. This transaction was at the time the largest M&A transaction in the aircraft leasing sector
• Advised Goldman Sachs as underwriting counsel on the sale of RBS’ Aircraft Loan Book, $4.5 billion
• Advised Investec and Shawbrook Bank on the purchase of the Lombard offshore leasing business of $225 million
• Advised Adare Aviation Capital on the establishment of its aircraft leasing business
• Advised the financiers in the acquisition of Cobham by Advent International
• Advised Investec on the acquisition of Masterlease, General Motors’ car leasing business
• Advised Magnetar on its joint venture with Orix
• Advised Airbus on its Aviateur joint venture with KfW, CIT and a group of banks
• Advised Commerzbank, Credit Suisse and other banks as a joint venture acquiring a company that owns a North Sea oil rig and on the subsequent refinancing of that company
• Advised the financiers to a joint venture between KKR and Deucalion for the acquisition financing of aircraft and on the subsequent sale of Deucalion

Capital Markets

• Advised Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC as placement agents for British Airways Plc in relation to a private placement EETC offering of approximately $299,569,000 sustainability-linked Notes for the financing of two Airbus A320neo aircraft, two Airbus A350-1000 aircraft
• Advised Citibank and the joint bookrunners, in connection with the $1,004,621,000 British Airways 2020-1 EETC offering, to finance BA’s purchase of 14 aircraft
• Advised Citibank and the joint bookrunners, in connection with the $806,879,000 British Airways 2019-1 EETC offering, to finance BA’s purchase of 8 new aircraft
• Advised Citibank and the joint bookrunners, in connection with the $608,551,000 British Airways 2018-1 EETC offering, to finance BA’s purchase of 11 new aircraft
• Advised Citibank as lead structuring agent for a group of international banks in the first-ever issuance of an EETC for British Airways raising $927 million. The securities were intended to finance BA’s purchase of 14 new aircraft, including six Boeing Dreamliners
• Advised the syndicate of 28 lenders in the $1.075 billion replacement for the British Airways 2012 revolving credit facility
• Advised Elix Aviation Capital in connection with its $411 million debut ABS deal. This was the first ABS to be 100% secured against turboprops
• Advised Aldus Aviation Limited on the $540 million asset backed securitisation for Aldus Aviation Limited
• Advised Citi on the $807 million asset backed securitisation for Bank of China Aviation
• Advised the bookrunners on the $328 million EETC financing secured against three new Boeing 777-300ER aircraft for Turkish Airlines -the first EETC issuance by a Turkish
• Advised Doric on the first non-US EETC, with Goldman Sachs as underwriters and Emirates as lessee of four A380 aircraft, $586 million

ECAs

• Advised Citibank in connection with its participation in an EXIM backed loan to be advanced to KLM for the acquisition of a Boeing Model 787-10 Aircraft
• Advised Export Development Canada in over 100 financings for the acquisition of corporate jets by VistaJet
• Advised JP Morgan on the financing of 18 A320 Aircraft for the Air Asia Group, $604 million
• Advised financial institutions, banks and investment banks including HSBC, Bayerische Landesbank, KFW, CACIB, BNP and JP Morgan on numerous European ECA supported aircraft financings
• Advised BNP in relation to COFACE-supported financings for ATR
• Advised JP Morgan on an 18 Aircraft, $605 million ECA financing for Air Asia
• Advised a syndicate of 42 lenders in relation to an ECA-backed financing to GECAS for 10 Air Canada Aircraft
• Advised a syndicate of banks and ECAs in relation to the restructuring of Swissair / Flightlease
• Advised on project financing transactions for JBIC
• Advised K-Sure in relation to various maritime financings

Rail and Rolling Stock Finance

• Advised Commerzbank on the €1 billion refinancing of a portfolio of SNCF trains
• Advised National Express on the ScotRail Franchise
• Advised Eversholt Rail on the South-Central Refranchising
• Advised Eversholt Rail on the sale of a portfolio of locomotives to various European buyers
• Advised Commerzbank on the refinancing of Eurostar and Eurotunnel assets
• Advised Angel Trains on a joint venture with Hyundai
• Advised Porterbrook on financing structures outside its main financing arrangements to fund the acquisition of new rolling stock including the funding of pre delivery payments in connection therewith

Shipping and Offshore

• Advised Ambassador Cruise Line in respect of the secured financing of two vessels pursuant to a two tranche Euro Loan, which was structured as a Cayman Stock Exchange debt listing. The proceeds of the financing will be used to finance upgrades to the vessels and other working capital requirements
• Advised Vantage Drilling International, an international offshore drilling company, in connection with its $350 million offering of senior secured first lien notes due 2023
• Advised Citibank and other financing banks with respect to a portfolio financing program of up to $2 billion and Société Générale on a $200 million sustainability linked loan (based on the Poseidon Principles framework) which was subsequently upsized to $250 million with syndication made available to a subsidiary of Seaspan Corporation to refinance approximately 40 vessels. The financing program provides for a common collateral pool to secure bank financing as well as private placement notes
• Advised an investment bank in connection with the potential purchase of a participation in $500 million loan facilities made available to an affiliate of Cerberus Capital Management to finance shipping loans purchased from Nord/LB
• Advised a joint venture between KKR, Oak Hill Advisors and Borealis Maritime in connection with a financing from a large investment bank. The joint venture fund was established for the purpose of financing vessels and purchasing vessels to be leased to vessel operators
• Advised TCW Asset Management Company LLC on the provision of a first lien facility to Grand Circle Corporation and its affiliates secured over a portfolio of real estate, IP and cruise ships owned by the obligors
• Advised Morgan Stanley, the global financial institution, in its loan to CVI Ocean Transportation Inc., an affiliate of CarVal Investors, LLC, initially secured by mortgages over, amongst others, six bulk carriers subject to long term charter to Cargill International S.A.
• Advised Goldman Sachs on US$1bn financing for McDermott, a company focused on designing and executing complex offshore oil and gas projects
• Advised the lenders on the financing of an FPSO for the Brazilian field Tiro and Sidon, US$300m
• Advised Bank of America on its acquisition and financing of five tankers
• Advised Korea Line Corporation on the structured refinancing of three vessels
• Advised Commerzbank, CSFB and Lehman Brothers in their joint acquisition of the UK owner of a North Sea oil rig
• Advised Lloyds Banking Group on the financing of three oil rigs
• Advised Goldman Sachs Lending Partners as sole lead arranger and sole bookrunner in a $300 million senior secured first-lien term loan facility for McDermott Finance, a subsidiary of McDermott International, Inc.: and Goldman, Sachs & Co. as sole book-running manager in an offering of $500 million of senior secured second-lien notes by McDermott and an offering of tangible equity units by McDermott generating gross proceeds of $287.5 million
• Advised the lenders on the financing of an FPSO for the Brazilian field Tiro and Sidon, $300 million

Restructuring

• Advised the single largest secured lender to Nordic Aviation Capital in connection with EQT’s equity investment in NAC
• Advised Investec on the restructuring of LATAM
• Advised the shareholders in in relation to the Philippine Airlines restructuring
• Advised a hedge fund on the restructuring of Norwegian Air Shuttle
• Advised ORIX Aviation in relation to the restructuring of and litigation with Hong Kong Airlines
• Advised the ad hoc committee of bondholders of Thomas Cook group on certain airline group related issues in connection with the attempted recapitalisation of Thomas Cook
• Advised the creditors in connection with the restructuring of a shipping company based in Germany
• Advised the Ad Hoc Group of New Lenders, consisting of circa 25 investment banks, investment funds and other lenders on the highly complex $1.4 billion restructuring of TORM A/S, the listed Danish shipping company
• Advised the Ad Hoc Group of Creditors in the restructuring of Ocean Rig UDW Inc. (ORIG) group of companies and a related exit financing to be entered into with the ORIG group following its restructuring
• Advised Citibank and Soc Gen in connection with the restructuring of a secured aircraft warehouse facility provided to a subsidiary of Airborne
• Advised Deutsche Bank, Soc Gen and CACIB in in connection with the restructuring of a secured aircraft warehouse facility provided to a subsidiary of Airborne
• Advised Buona Sorte Holdings, Inc.in connection with the restructuring of Philippine Airlines Inc.
• Advised DNB Bank ASA, Singapore Branch (as agent), for the MLA lenders in an exit financing that is related to the restructuring of shipping financing facilities of PT Berlian Laju Tanker Tbk (BLT)
• Advised on Garuda’s $500 million debt restructuring
• Advised the banks on the Air Canada in its bankruptcy and restructuring proceedings

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

Christian is an associate in the London office of Gibson, Dunn & Crutcher, and a member of the Antitrust and Competition practice group. 

Christian advises on all matters of EU competition law, with particular expertise in overseeing global merger control and foreign direct investment filings and strategy.

Prior to joining Gibson, Dunn & Crutcher, Christian was an associate in the Antitrust and Competition practice group at a leading Danish Law Firm. Christian is admitted to practice in Denmark. 
 

Marie Baldwin is an associate in the Dallas office of Gibson Dunn. Her practice focuses on mergers and acquisitions, finance, and capital markets.

Marie graduated with highest honors from the University of Texas School of Law, where she was named a Chancellor-at-Large in recognition of having one of the highest GPAs in her class after two years. Marie served as an Associate Editor for the Texas Law Review and was elected to the Order of the Coif. While at Texas Law, she was a judicial intern for Justice Evan Young of the Supreme Court of Texas and was a research assistant to Professor Jens Dammann. Marie graduated magna cum laude from Washington & Lee University with a degree in Psychology. Before practicing law, she was a litigation paralegal for an AmLaw 100 firm in their Washington, D.C. office.

Marie is admitted to practice in Texas.

Alisa Balderas is an associate in the Los Angeles office of Gibson Dunn . She currently practices in the firm’s Transactional Department.

Alisa earned her Juris Doctor from the University of Southern California Gould School of Law, where she was elected to the Order of the Coif. While earning her degree, she served as staff of the Southern California Interdisciplinary Law Journal and as vice president of the Latino Law Students Association. Prior to law school, Alisa earned her Bachelor of Arts in Psychology from the University of California, Santa Barbara.

She is admitted to practice in the State of California.

Caroline Bakewell is an associate in the Houston office of Gibson Dunn, where she practices across the firm’s transactional practice groups, focusing on Mergers and Acquisitions and Private Equity. She also maintains an active pro bono practice, assisting clients with asylum applications and other immigration matters.

Caroline earned her Juris Doctor from New York University School of Law, where she served as a Managing Editor of the NYU Journal of Law & Business and was recipient of the Flora S. and Jacob L. Newman Prize for the greatest contribution by a third-year editor to the Journal. While at NYU, she also participated in the International Transactions Clinic, served as Treasurer and Co-President of the Texas Law Society, worked as a teaching assistant, and was an admissions ambassador. She received her Bachelor of Business Administration, magna cum laude, in Baylor Business Fellows, Finance, and Economics, with minors in Spanish and Mathematics, from Baylor University.

Caroline is admitted to practice in the State of Texas.

Ayshea Baker is an English-qualified associate in the London office of Gibson Dunn UK , specialising in the firm’s Fashion, Retail and Consumer Products, Media, Entertainment and Technology, Technology Transactions, and Mergers and Acquisitions Practice Groups.

With broad expertise, Ayshea advises clients on a wide range of issues, including technology matters, commercial contracts, mergers and acquisitions, joint ventures and intellectual property law.

She graduated with First-Class Joint Honours in English Literature and French from the University of Birmingham in 2018 and went on to earn a Distinction in her Master’s degree in Commercial Legal Practice in 2020. Ayshea also studied for a year at Université Paul-Valéry Montpellier III in Montpellier, France, and is fluent in French.

Before joining Gibson Dunn, Ayshea trained and practiced at the London office of an international law firm, where she gained additional experience in the firm’s Intellectual Property and Commercial Litigation Practice Groups.

Alisa Babitz is of counsel in Gibson Dunn’s Washington, D.C. office. She is a member of the firm’s Mergers and Acquisitions Practice Group. She advises public and private companies on a wide range of general corporate, securities and M&A matters including: acquisitions, dispositions and other business combinations; strategic alliances and joint ventures; public offerings and private placements of equity and debt securities; and venture capital investments.

Alisa has co-authored several articles on various corporate and securities law topics, as well as the “Securities Law Issues” chapter of The M&A Practice Guide, LexisNexis and chapters in Partnership, Joint Ventures & Strategic Relationships, Law Journal Seminars-Press.

She earned her law degree, cum laude, in 1993 from Harvard Law School. Alisa received a bachelor of arts degree, magna cum laude, in history from Columbia University in 1990. She is admitted to practice in the State of New York and the District of Columbia.

Selected M&A representations include the following:

• CoStar Group, Inc. (NASDAQ: CSGP) in its acquisitions of Apartments.com for $585 million and Apartment Finder for $170 million
• Independent directors of Media General, Inc. (NYSE: MEG) in the merger of Media General with Young Broadcasting
• Apex Tool Group, a joint venture between Danaher Corp. (NYSE: DHR) and Cooper Industries (NYSE: ETN), in its $1.6 billion sale to Bain Capital
• Marriott International (NYSE: MAR) in the spin-off of Marriott Vacations Worldwide (NYSE: VAC), which operates Marriott’s vacation ownership business
• Watson Wyatt in its $3.5 billion merger of equals with Towers Perrin, which resulted in the formation of Towers Watson (NASDAQ: TW)
• Neustar, Inc. (NYSE: NSR) in its acquisition of several private companies and its acquisition of the Numbering Solutions business from Evolving Systems (NASDAQ: EVOL)
• EaglePicher Corp. in the sale of several portfolio companies totaling approximately $500 million
• Marriott International (NYSE: MAR) in its $210 million acquisition of a hotel management company from Gaylord Entertainment Company (NYSE: RHP)
• Summit Materials (NYSE:SUM) in its $180 million acquisition of an aggregates and ready-mix concrete company

Selected joint venture representations include the following:

• Nippon Steel & Sumitomo Metal Corp. (TYO: 5401) in the formation of a $3.4 billion steel manufacturing joint venture with BlueScope Steel (ASX: BSL)
• Marriott International (NYSE: MAR) in the formation of a joint venture with IHG, Wyndham, Choice & Hyatt to create RoomKey.com, a hotel booking website
• SAFANAD, a private equity firm, in the formation of a joint venture with Formation Capital to recapitalize and operate a $900 million health services company
• Synthetic Genomics in the formation of research & development joint ventures with each of BP British Petroleum and Asiatic Centre for Genome Technology
• Hamilton Lane, a private equity management firm, in the formation of a private equity fund as a joint venture with BNP Paribas (PA: BNP)

AnnElyse Scarlett Gains is a partner in the Washington, D.C., office of Gibson, Dunn & Crutcher and is a member of the firm’s Business Restructuring and Reorganization Practice Group. Her practice focuses on corporate restructurings, distressed financing, liability management transactions, and other special situation transactions in acquisitions, out-of-court restructurings, and Chapter 11 cases. AnnElyse advises boards of directors, board committees, and senior management on a range of issues, including fiduciary duties and corporate governance. In addition, she represents ad hoc groups, lenders, investors, purchasers, and other stakeholders evaluating strategic transactions with target companies facing actual and potential economic distress.

Awards and Accolades:

• Chambers USA: America’s Leading Lawyers for Business, “Up and Coming: Bankruptcy/Restructuring, District of Columbia” (2024)
• Law360, “Rising Star” (2024)
• Lawdragon, “500 Leading U.S. Bankruptcy and Restructuring Lawyers” (2023-2024)
• The Deal, “Top Women in Dealmaking” (2023)
• Turnarounds & Workouts, “Outstanding Young Restructuring Lawyer” (2023)

Representative Clients and Transactions:

Stakeholder Representations:*

• RXR Realty in the restructuring of approximately $360 million of indebtedness of View, Inc. (NASDAQ: VIEWQ) in View’s Chapter 11 proceedings in the United States Bankruptcy Court for the District of Delaware.
• A controlling ad hoc group of first lien lenders in Dynata, LLC in its Chapter 11 cases in the U.S. Bankruptcy Court for the District of Delaware. Dynata filed for Chapter 11 with a restructuring support agreement that contemplates approximately $80 million of new money financing and a comprehensive restructuring of over $1.3 billion of funded debt.
• An ad hoc group of lenders and DIP lenders of Thrasio Holdings, Inc. in their prearranged Chapter 11 cases in the U.S. Bankruptcy Court for the District of New Jersey. Thrasio is the largest aggregator of Amazon brands in the world. Thrasio filed for Chapter 11 with a restructuring support agreement that contemplates up to $90 million of new money financing and a comprehensive restructuring of over $3 billion of funded debt.
• An ad hoc group of first lien lenders serving as DIP lenders, RSA parties, and backstop parties in the prepackaged chapter 11 cases of Audacy, Inc., et. al. in the U.S. Bankruptcy Court for the Southern District of Texas. Audacy is the second largest radio company in the United States and a leader in providing local news, sports radio, and music broadcasting. The restructuring includes complex FCC considerations and will restructure approximately $1.9 billion of the Debtors’ funded debt, of which approximately $1.6 billion of will be equitized, with the first lien lenders receiving up to 85% of the prediluted equity of reorganized Audacy.
• An ad hoc group of cross-holders serving as DIP lenders, RSA parties, and backstop parties in the prepackaged chapter 11 cases of Venator Materials PLC. The Venator group is a leading global producer of TiO2, and also manufactures and sells higher value-added functional additives, color pigments and timber treatment chemicals and operates 20 facilities globally. The restructuring implements a complex cross-border agreement to recapitalize Venator group’s operations both domestically and internationally. The company commenced chapter 11 in May 2023 after reaching agreement on a recapitalization plan that will de-lever the company by approximately $954 million and provide the Debtors with significant new capital.
• An ad hoc group of lenders to Loyalty Ventures, Inc. in its Chapter 11 case in the U.S. Bankruptcy Court for the Southern District of Texas. Pursuant to a complex and comprehensive cross-border deal with the ad hoc group, Loyalty Ventures is selling two business segments: (i) AIR MILES and (ii) the BrandLoyalty. This deal is being implemented across various international proceedings in the United States, Canada, and the Netherlands. Loyalty Ventures is a leading Canadian rewards program, with over 11 million active collector accounts within approximately two-thirds of all Canadian households.
• A controlling ad hoc group of term loan lenders to Akorn, Inc. Akorn was an American pharmaceuticals manufacturer that was an industry leader in branded and generic products in alternate dosage forms.
• Knighthead Capital Management, LLC and Certares Opportunities LLC in their successful $5.916 billion purchase of Hertz Corporation, one of the largest car rental companies in the world, out of its Chapter 11 cases, following a multi-month competitive auction. The transaction resulted in a recovery to existing equity holders of more than $8.00 per share, payment in full to all creditors, and an implied plan enterprise value of $6.929 billion.*
• An ad hoc group of bondholders in the Chapter 11 cases of Breitburn Energy Partners LP, an independent oil and gas master limited partnership focused on the acquisition, exploitation, development and production of oil and gas properties in the United States.*
• The founder of Millennium Health, LLC and majority equity owner of Millennium Lab Holdings II, LLC, one of the nation’s largest drug-testing laboratories, in Millennium’s prepackaged chapter 11 cases. The voluntary chapter 11 cases, filed in the Bankruptcy Court for the District of Delaware, were supported by the Department of Justice, other equity holders, and over 93% of its prepetition lenders. After a heavily contested confirmation hearing and appeal of the Bankruptcy Court order confirming the plan, the bankruptcy court held, on remand, that it had the constitutional authority to grant third-party releases notwithstanding the U.S. Supreme Court’s decision in Stern v. Marshall. This decision was subsequently upheld by the Third Circuit Court of Appeals.*

Company-Side Matters:

 

• KLDiscovery Inc., a leading global provider of electronic discovery, information governance, and data recovery technology solutions, in connection with a recapitalization and consensual deleveraging transaction with its convertible debenture holders, term loan lenders, revolving credit facility lender, and largest shareholder.
• Cornerstone Chemical Company in its successful out-of-court restructuring and deleveraging transaction.
• Voyager Digital Holdings, Inc. and its affiliates in their Chapter 11 cases in the U.S. Bankruptcy Court for the Southern District of New York. Voyager Digital is one of the largest cryptocurrency platforms in the world, allowing customers to buy, sell, trade, and store more than 100 cryptocurrencies and supporting over $1.3 billion in aggregate cryptocurrency holdings on the platform.
• Navient Solutions LLC in securing dismissal of an involuntary Chapter 11 bankruptcy proceeding filed in the Bankruptcy Court for the Southern District of New York. Navient is a leader in education loan management and business processing solutions for education, healthcare, and government entities. The Bankruptcy Court dismissed the involuntary case just two weeks after it commenced.
• Oasis Petroleum Inc. and its affiliates in prepackaged Chapter 11 cases filed in the Bankruptcy Court for the Southern District of Texas to restructure approximately $2.3 billion in debt obligations. Oasis is a Houston, Texas based company that operates in the upstream and midstream oil and gas sectors. Oasis also operates a midstream business segment and holds a majority interest non-debtor subsidiary Oasis Midstream Partners LP, which is a publicly traded master limited partnership. The Chapter 11 plan equitized more than $1.8 billion of unsecured debt and provides for committed DIP to exit financing.
• Groupe Dynamite, a Canadian fashion retailer specializing in women’s apparel and accessories in its Chapter 15 proceedings in Delaware to recognize proceedings commenced in Canada under the Companies’ Creditors Arrangement Act (CCAA). Groupe Dynamite used the insolvency process to redefine its retail operations to a new COVID-19 friendly model.
• Bruin E&P Partners, LLC and its subsidiaries in connection with their prepackaged Chapter 11 cases filed in the United States Bankruptcy Court for the Southern District of Texas. Bruin is an exploration and production company headquartered in Houston, Texas, with assets in the Williston Basin in North Dakota. Through their prepackaged Chapter 11 cases, Bruin eliminated over $840 million in funded debt obligations. Bruin filed its cases with a restructuring support agreement signed by 100% of its prepetition revolving lenders and over 67% of its senior noteholders that included a $230 million DIP commitment and an exit revolver with $230 million in aggregate commitments.
• Ultra Petroleum Corp. and its affiliates in their comprehensive deleveraging and balance-sheet restructuring, accomplished through prepackaged Chapter 11 cases filed in the U.S. Bankruptcy Court for the Southern District of Texas and a parallel Canadian recognition proceeding filed in the Supreme Court of Yukon in 2020. Ultra is one of the largest oil and natural gas exploration and production companies in Wyoming.
• Pier 1 Imports, Inc. and its subsidiaries in their Chapter 11 cases in the United States Bankruptcy Court for the Eastern District of Virginia. Pier 1 is a publicly-traded omnichannel retailer specializing in home furnishings and décor with 923 stores in the United States and Canada.
• iHeartMedia, Inc. and certain subsidiaries, one of the world’s leading global multi-platform media, entertainment, and data companies, in their Chapter 11 restructuring. iHeart is the largest radio broadcaster in the United States and specializes in radio, digital, outdoor, mobile, social, live events, on-demand entertainment and information services for local and national communities. The Company had consolidated debts of over $20 billion and the Chapter 11 cases, which are the largest of 2018 based on outstanding debt, restructured over $16 billion of that debt. In connection with its restructuring, iHeart reached an agreement with holders of more than $11 billion of its debt and its financial sponsors, reflecting widespread support across the capital structure, regarding a comprehensive balance sheet restructuring that reduced iHeartMedia’s debt by more than $10 billion.
• GenOn Energy, Inc. and certain of its affiliates in connection with their prearranged Chapter 11 cases filed in the United States Bankruptcy Court for the Southern District of Texas. GenOn is a wholesale power generation company headquartered in Princeton, New Jersey, with a focus on operations in the Mid-Atlantic region of the United States—primarily operating in Pennsylvania and Maryland—and in California. Through the Chapter 11 cases, GenOn restructured approximately $2.5 billion in funded indebtedness.
• Sabine Oil & Gas and its subsidiaries, an independent oil and gas exploration and production company with approximately $2.6 billion in outstanding funded debt obligations, in their Chapter 11 cases in the Southern District of New York. After more than a year of litigation (in the context of multiple motions for derivative standing and confirmation of Sabine’s Chapter 11 plan) Sabine confirmed a plan of reorganization that significantly reduced its funded debt obligations and secured the financial commitments necessary to fund the restructuring and go-forward business needs. In addition, Sabine successfully obtained the bankruptcy court approval needed to reject certain onerous midstream gas gathering agreements and better position the business for post-emergence success. In 2017, the Turnaround Management Association recognized the successful restructuring of Sabine Oil & Gas Corporation with its “Large Company Transaction of the Year Award.”

AnnElyse earned her Juris Doctor magna cum laude from the University of Illinois School of Law, where she was a Lincoln Scholar and a Harno Scholar, while also serving as an Assistant Editor for the Journal of Law, Technology & Policy. She received her undergraduate degree from Indiana University, graduating from the Hutton Honors College with High Honors and High Distinction and was a member of Indiana’s NCAA Women’s Division I Rowing team. After law school, AnnElyse served as a clerk for the Honorable Peter J. Walsh (ret.) in the United States Bankruptcy Court for the District of Delaware.

AnnElyse is a military-spouse and enjoys giving back to the military and veteran community. Her pro bono practice focuses on the representation of veterans and she has experience representing veterans with claims for trauma-related disabilities. She is a member of the American Bankruptcy Institute and International Women’s Insolvency & Restructuring Confederation.

*Representations occurred prior to AnnElyse’s association with Gibson, Dunn & Crutcher LLP.

Adam M. Smith is a partner in the Washington, D.C. office of Gibson Dunn and serves as co-chair of the firm’s International Trade Advisory and Enforcement, as well as the Sanctions and Export Enforcement Practice Groups. He is an experienced international lawyer with a focus on international trade compliance and white collar investigations, including federal and state economic sanctions enforcement, tariffs, CFIUS, embargoes, export and import controls, and anti-bribery/anti-corruption regulations.

Chambers USA and Chambers Global consistently rank Adam as a leading attorney in International Trade: Export Controls & Economic Sanctions. In those publications, clients describe Adam as “a terrific resource for clients” and a “reassuring lawyer in a complex area of law.” Most recently, Legal 500 US 2024 named Adam a “Leading Lawyer” in International trade: Customs, export controls and economic sanctions. Global Investigations Review has named him to its “25 Most Respected Sanctions Lawyers in Washington, D.C.” list, which features individuals who work on the most significant cases. The Best Lawyers in America® recognizes him for International Trade and Finance Law. Who’s Who Legal regularly recognizes him as a Thought Leader for Trade & Customs, International Sanctions, and in its Global Elite Guide.

Clients benefit from Adam’s experience in the Obama Administration, where he was Senior Advisor to the Director of the U.S. Treasury Department’s Office of Foreign Assets Control (OFAC) and Director for Multilateral Affairs on the National Security Council. At OFAC, he was instrumental in shaping and enforcing sanctions policies, briefing Congressional and private sector leaders, conducting extensive international outreach, and negotiating complex agreements. On the National Security Council, he advised the President on international sanctions, coordinated inter-agency efforts, and developed strategies to counter corruption and promote asset recovery.

Representative Engagements

• Successfully represented a regional financial institution before OFAC and other agencies in responding to a subpoena following revelations of potentially sanctionable conduct.
• Assisted U.S. branch of a foreign financial institution in successfully responding to multi-agency regulatory inquiries and examinations.
• Ongoing sanctions representation for major corporation addressing multi-agency civil and criminal enforcement.
• Advised the board of directors of major financial institution in addressing sanctions governance short-falls and assisted the bank in developing robust policies, procedures, and training protocols.
• Providing ongoing sanctions, anti-corruption, and AML compliance advice to major financial institutions, Fortune 500 manufacturers, and insurers.
• Overhauled sanctions compliance oversight and processes at a major e-payments company.
• Retained by a Fortune 100 manufacturer to conduct an internal FCPA investigation and provided sanctions advice in the context of a proposed deal.
• Worked with a major manufacturer to obtain regulatory approvals for sale of products into high-risk jurisdiction and to manage ongoing licensing and compliance issues.
• Retained by a major cybercurrency enterprise to develop compliance procedures and engage with regulators.

Clients, governments, academia, and other law firms regularly seek Adam’s advice. He is a prominent thought leader, and his analysis regularly appears in print and broadcast media, including in The Economist, The Wall Street Journal, The New York Times, The Washington Post, and on BBC and NPR. He is the author of three legal texts and dozens of articles and book chapters, has testified before the U.S. Congress and the U.K. Parliament, and is a frequent presenter at industry, governmental, and academic conferences globally.

Adam is a 2006 magna cum laude graduate of Harvard Law School where he was a Chayes Fellow, the recipient of the Laylin Prize for the best work in international law, and the Senior Editor of the Harvard International Law Journal. He graduated magna cum laude from Brown University in 1996 with a Bachelor of Arts degree in Political Science and Economics, and an MPhil in Politics from Oxford University in 1998 where he was the Seaton Scholar in Politics at St. Hugh’s College. Following law school, Adam served as a law clerk for the Honorable James Baker on the U.S. Court of Appeals for the Armed Forces. Adam subsequently practiced for more than three years at a major international law firm in Washington, D.C., where he advised clients on trade policy, national security, regulatory reform and risk, FCPA, and international investment. He has also held postings with the United Nations in New York, the World Bank / IFC in Washington, D.C. and abroad, and the OECD in France.

Select Recent Publications

Since 2006, Adam has been a frequent presenter to industry and academic audiences on international economic and national security matters, and is the author of numerous articles, book chapters, and three books.

• “What to Expect on Tariffs and Related Risks,” Financier Worldwide, May, 2025, pg. 115-118
• “Keeping Sanctions ‘Smart’: Calibrating U.S. Sanctions Policy to Overcome Overcompliance,” North Carolina Journal of International Law, Vol. 48(3), Summer, 2023
• “United States Expands Sanctions Authorization of Internet-Based Activities in Wake of Protests in Iran,” NYU Program on Corporate Compliance and Enforcement, October 17, 2022
• “The View from the United States,” Navigating the Global Sanctions Landscape in 2022, Control Risks
• SWIFT and Certain Punishment for Russia? There Are Better Ways to Deter Moscow than Threatening its Banking Access, Foreign Affairs, January 4, 2022

Select Recent Speaking Engagements

• Presenter, “Audit and Sanctions Evasion: Looking Through a Risk-Based Lens,” ACAMS Assembly, Hollywood, Florida, April 29, 2025
• Speaker, PE 141: Terrorism Finance and Economic Sanctions, Sanctions Primer, Foreign Service Institute of the United States, April 14, 2025, Washington, DC
• Lecture, “International Trade in the Second Trump Administration: Sanctions, Tariffs, and More, Oh My,” University of Pennsylvania School of Law, Philadelphia, PA, April 10, 2025
• Speaker, “Pathways for Sanctions Relief, Reconstruction and Governance in Syria,” Clingendael Institute, The Hague, Netherlands, March 17, 2025
• Speaker, “International Trade in the Second Trump Administration: Expectations, Possibilities and Opportunities,” Abu Dhabi/Dubai, UAE, February 26-27, 2025
• Panelist, “International Trade and Anti-Corruption—The Evolving Landscape of Extraterritorial Regulation,” Saudi International Disputes Week, Riyadh, Saudi Arabia, February 24, 2025
• Speaker, “Masterclass: Predictions for the Global Sanctions Landscape in 2025,” ACAMS Webinar, February 20, 2025
• Speaker, “Russia Sanctions: US and non-US Perspectives,” at the Coping with U.S. Export Controls and Sanctions 2024 Conference, Washington, DC, December 9, 2024
• Speaker, “Global Magnitsky, Targeted Sanctions and UFLPA: Lessons Learned,” at the 14th Annual New York Forum on Economic Sanctions, New York, NY, December 5, 2024
• Presenter, “International Trade Issues in the Second Trump Administration,” G100 Chief Executive Summit, New York, NY November 17, 2024
• Invited Speaker, “Protecting the Maritime Industry from DPRK Illicit Activities – Understanding Sanctions,” Presentation to Taiwanese Industry, Kaohsiung, Taiwan, November 4, 2024
• Invited Speaker, “NGL Skill Series – International Trade Issues Corporate Leaders Need to Know,” World 50 Organization, October 30, 2024
• Lead Speaker, “Sanctions and Export Controls: Key Regulatory and Enforcement Trends,” Gibson Dunn Webcast, October 17, 2024
• Speaker / Moderator, “Navigating Global Sanctions and AML Risk,” Association of Corporate Counsel Annual Meeting, Nashville, TN, October 7, 2024
• Moderator, “Introduction to US Sanctions,” Association of Corporate Counsel, September 5, 2024
• Taskforce Member, “RUSI UK Sanctions Taskforce Meeting,” London, UK, June 25, 2024
• Speaker, Sanctions and Reinsurance Industry, Singapore Association of Reinsurers, Singapore, June 4, 2024
• Invited Presenter, ACAMS Sanctions May 2024 Monthly Update, May 31, 2024
• Invited Lecturer, “Sanctions 101 and Sanctions Compliance,” U.S. State Department – Foreign Service Institute, Washington, D.C., April 29, 2024
• Speaker, “A View from a Sanctions Lawyer,” Maritime Sanctions Roundtable, Middlebury Institute of International Studies, Limassol, Cyprus, March 27, 2024
• Lecturer, “Sanctions and Export Controls 101,” University of Pennsylvania Law School, Philadelphia, PA, March 21, 2024
• Panelist, PLI: Coping with U.S. Export Controls and Sanctions, “Russia Sanctions: U.S. and non-U.S. Perspectives,” Washington, D.C., December 14, 2023
• Witness, United States House of Representatives Committee on Financial Services – Sub-Committee on National Security, Illicit Finance, and International Financial Institutions, “Restricting Rogue-State Revenue: Strengthening Energy Sanctions on Russia, Iran, and Venezuela,” December 12, 2023
• Invited Lecturer, National Security Law, “Sanctions – Where Have We Been and Where Are We Going?” New York University School of Law, New York, NY, November 28, 2023
• Panelist, “Reverse CFIUS” – The Emerging Restrictions on U.S. Outbound Investments, Harvard Law School Association, Washington, D.C., November 2, 2023
• Co-Moderator, “National Security, Sanctions and Export Controls Conference,” New York, NY, October 11, 2023
• “Economic Sanctions and National Security,” Harvard Law School, Cambridge, MA, October 6, 2023
• Speaker, ACAMS Monthly Sanctions Update – “Reverse” CFIUS, Inbound Real Estate Restrictions, Voluntary Self-Disclosure Considerations, September 13, 2023
• Keynote Speaker, Countering a Taiwan Crisis with Economics, United States Studies Center, University of Sydney, Sydney, Australia, August 17, 2023
• Invited Speaker, U.S. Sanctions and Export Controls: From Russia to China and Beyond, American-Australian Chamber of Commerce, Melbourne, Australia, August 16, 2023
• Invited Speaker, “An Introduction to Sanctions – From Russia to China and Beyond,” Osgood Center at the Elliot School, American University, Washington, D.C., August 4, 2023
• Speaker, “A View from the Private Sector,” Sanctions Roundtable for Greek Shipping, U.S. State Department / Middlebury Institute of International Studies / North Standard P&I Club, Athens, Greece, May 23, 2023
• Speaker, “Sanctions and Export Controls for the Shipping Sector,” Presentations to Ship Owners, Piraeus, Greece, May 24, 2023
• Panelist, “Implications of Sanctions Against Russia,” European Central Bank / Harvard Law School Symposium on Building the Financial System of the 21st Century, European Central Bank, Frankfurt, Germany, May 11, 2023
• Invited Speaker, “America at a Crossroads: Sanctions, Boycotts, and Economic Warfare – Do They Work?” JUDJ / Community Advocates, Los Angeles, CA, May 3, 2023
• Presenter, Association of Corporate Counsel – Hong Kong, “Russian Sanctions Update for Multinational Corporations – The Russian Oil Price Cap,” Hong Kong SAR, April 26, 2023
• Lecturer, “Sanctions 101: Where Have We Been and Where Are We Going?,” University of Pennsylvania Law School, Philadelphia, PA, April 20, 2023
• Panelist, “Sanctions and Export Controls: Regulatory Defense Considerations,” Georgetown Law Center, Washington, D.C., April 18, 2023
• Invited Speaker, “Understanding Sanctions and Export Controls on China,” Bank of America Emerging Markets Symposium – World Bank / IMF Spring Meetings 2023, Washington, D.C., April 13, 2023
• Invited Speaker, “Sanctions Overcompliance – The Private Sector’s Rationales for, and the Consequences of, Overcompliance,” North Carolina Journal of International Law 2023 Symposium: Sanctions After the Invasion of Ukraine, Chapel Hill, NC, March 24, 2023
• Panelist, ACAMS Sanctions Masterclass: Jurisdiction and Sanctions Regimes, February 28, 2023
• Panelist, Gibson Dunn webcast, “Bank Secrecy Act/Anti-Money Laundering and Sanctions Enforcement and Compliance Update,” February 28, 2023
• Panelist, AML and OFAC / Sanctions Enforcement Update, Tax Enforcement Without Borders, Bahamas Financial Services Board, Industry Development Series Seminar, Nassau, Bahamas, February 16, 2023
• Keynote Speaker, Economic Sanctions and Trade Controls in 2023, Gibson Dunn Presentation to French Industry, Paris, France, January 30, 2023
• Invited Speaker, Wirtschaftsbeirat Bayern Startseite (Bavarian Economic Advisory Board), Sanctions and Export Controls: Dealing with the Tsunami to Come, Munich, Germany, January 27, 2023

Luca Bernini is an of counsel in the London office of Gibson, Dunn & Crutcher. He is a member of the Mergers and Acquisitions and Private Equity Practice Groups.

His practice focuses on cross-border private equity transactions in Europe. With more than a decade of experience in Italy as a corporate lawyer, Luca is an active member of the Italian practice of the Firm. Luca is triple-qualified in England & Wales, New York and Italy.

Luca has also extensive experience in venture capital and growth equity transactions, including early and later stage investments following NVCA and BVCA standards.

Prior to joining Gibson Dunn, he practised in the London and Milan offices of an international law firm and in the Milan office of a domestic law firm.

Luca received his law degree with honors from Università Commerciale L. Bocconi in Milan in 2008 and a Master of Laws with honors from Columbia Law School, New York, in 2012, where he was a Harlan Fiske Stone Scholar.

Luca is a native Italian speaker and is fluent in English.

Alexander Horn is an of counsel in the Frankfurt office of Gibson Dunn. He is a member of the firm’s Litigation, Class Actions, Transnational Litigation , and International Arbitration Practice Groups.

He focuses his practice on class actions and collective redress as well as complex commercial litigation, often in a transnational context. He also advises on international arbitration matters.

Handelsblatt / The Best Lawyers™ 2024/2025 list Alex among the best lawyers in Germany for Litigation. The Legal 500 Deutschland 2025 and The Legal 500 EMEA 2025 have recommended him for Dispute Resolution/Commercial Litigation. 

His recent experience includes advising:

• Mercedes-Benz in diesel-related litigation, including a Declaratory Model Action (“Musterfeststellungsklage”)
• Mercedes-Benz in climate change litigation
• A U.S. company in digital content litigation in Germany

Alex studied law at the Universities of Freiburg, Germany, and Grenoble, France. He also holds a Master of Laws degree from Duke University School of Law. While at Duke, Alex specialized in U.S. civil procedure, complex U.S. litigation, and alternative dispute resolution. He has been admitted as a German lawyer (Rechtsanwalt) since 2016.

In addition to his native German, Alex speaks English, French, and Spanish.

Sam Astrich is an associate in the Houston office of Gibson Dunn. She currently practices in the firm’s Oil and Gas, Energy, Private Equity and Mergers and Acquisitions Practice Groups.

Sam advises and represents private equity clients and their portfolio companies and management teams in connection with a variety of transactions, including mergers and acquisitions (including upstream and midstream transactions), joint venture arrangements, recapitalizations, dispositions, and other general corporate matters.

She received her J.D., magna cum laude, from Tulane University Law School where she was elected to the Order of the Coif and served as Notes & Comments Editor and Diversity Editor of the Tulane Law Review. Sam received a B.S., magna cum laude, in Psychology from Texas A&M University.

Magdalena Auge is an associate in the London office of Gibson Dunn. She is a member of the Private Equity, Mergers and Acquisitions, and Capital Markets Practice Groups.

Magdalena has experience advising a range of clients in transactions relating to mergers and acquisitions, capital markets, banking, finance, securities filings, and multiple Rule 144A and Regulation S offerings. She has also handled general corporate and commercial matters.

Before joining Gibson Dunn, Magdalena was an associate in the capital market practice of another international law firm in New York City.

Selected experience:*

• Represented Teva Pharmaceutical Industries Limited in its $5 billion sustainability-linked senior notes offering and its concurrent tender offer to purchase $4 billion of outstanding senior notes. This was the largest-ever sustainability-linked bond offering and the first ever for a generic medicines company.
• Represented Torrid Holdings Inc. in its $231 million initial public offering.
• Represented PrimeSource Building Products in its acquisition of NWI Enterprises and related Financing.
• Represented Frontier Communications Corporation in connection with its $1.65 billion DIP-to-exit financing, including $1.15 billion DIP-to-exit first lien notes.
• Represented Acadia Healthcare Company, Inc. in its £1.08 billion sale of The Priory Group to Waterland Private Equity.
• Represented Leslie’s Inc. in its $680 million initial public offering.
• Represented Norwegian Cruise Line in its $2.4 billion transaction involving four different capital markets products, the first-ever four-tranched marketed financing.
• Represented Fox Corporation in its $1.2 billion senior notes offering.
• Represented Bain Capital and Dealer Tire in the $1.1 billion acquisition of Dent Wizard International and related financing.

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

Paniz Arab is an associate in the New York office of Gibson Dunn.

She graduated summa cum laude from UCI Law in 2022, where she served as an Executive Editor on the UC Irvine Law Review, and the Diversity and Outreach Chair on the Journal of International, Transnational, and Comparative Law. Paniz received a Bachelor of Arts in Global Studies from UCLA in 2017.

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

Mackenzie Alpert is an associate in the New York office of Gibson Dunn.

She graduated cum laude from Fordham University School of Law in 2024, where she served as an associate editor of the Fordham Urban Law Journal and a member of the Entrepreneurial Law Clinic.  Mackenzie received her Bachelor of Science in Human Development from Cornell University in 2021.

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

Nikita (Niki) Aneja is an associate in the Los Angeles office of Gibson Dunn. She currently practices in the firm’s Transactional Department.

Representative Transactions:

• Platinum Equity in its carve out acquisition of Rehlko (formerly known as Kohler Energy), a global leader in distributed energy solutions, from Kohler Co.
• Candle Media, a Blackstone-backed media company led by Kevin Mayer and Tom Staggs, in its acquisition of Hello Sunshine, Reese Witherspoon’s production company.
• Frontier Media Group in its acquisition of a premier digital media and news subscription service.
• Endurance Partners in its strategic investment of Westwood Professional Services, Inc., a leading multi-disciplined AEC (architecture, engineering and construction) industry professional services provider.
• Avoya Travel in its strategic investment from Certares Management LLC, a global travel, tourism, and hospitality investment firm.
• Lowe Hospitality, Inc. in its acquisition of Hyatt Hotel Corporation’s vacation rental management business, currently known as Destination Residential Management.
• BDT & MSD Partners in its minority investment in Auberge Resorts Collection, the manager of an award-winning portfolio of luxury hotels, reports, residences and private clubs.
• Aurora Capital Partners in its capital raise in connection with its acquisition of Sharps Compliance, a full-service national provider of comprehensive waste management solutions including medical, pharmaceutical and hazardous waste.
• McGraw-Hill in its acquisition of Achieve3000, a recognized leader in differentiated instruction and learning acceleration for PreK-12 students.
• McGraw-Hill in its acquisition of Boards & Beyond, a producer of digital video educational materials for medical students.
• DreamBox Learning, a PK-12 education technology provider, and its investors, including Elliott Investment Management and TPG, in the sale of DreamBox to Discovery Education, a global education technology company backed by Clearlake Capital Group, L.P. 
• myDigitalOffice in its strategic investment from Cove Hill Partners.

Niki earned her law degree from the University of Southern California Gould School of Law, where she served as a Senior Editor of the Southern California Law Review. While in law school, Niki was Vice President of the Public Interest Law Foundation, Vice President of the South Asian Law Students Association, and a member of the Post-Conviction Justice Project.

Prior to law school, she earned her Bachelor of Science in Psychology and her Bachelor of Arts in Political Science from the University of California, Davis.

Niki is admitted to practice in the State of California.