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Brandon C. Parris

Partner | San Francisco

Experience

Advised Southwest Gas Holdings, Inc. in its defense against a hostile tender offer and proxy contest by Carl Icahn.

Advised Southwest Gas Holdings, Inc. in connection with its $2 billion acquisition of Questar Pipeline, consisting of Dominion Energy Questar Pipeline, LLC, its subsidiaries, and certain associated affiliates, including Overthrust Pipeline, White River Hub, and Questar Field Services from Dominion Energy, Inc.

Advised Southwest Gas Holdings in connection with the $855 million acquisition by its wholly-owned subsidiary, Centuri Group, of Riggs Distler & Company, Inc., which self-performs turnkey union construction solutions in the utility, telecom, and industrial markets in the Northeast and Mid-Atlantic regions of the United States, and its affiliates.

Advised MobileIron, Inc., the mobile-centric security platform for the Everywhere Enterprise, in its sale for approximately $900 million to Ivanti, Inc., a leading provider of enterprise-grade intelligent IT management and security software solutions, which is backed by affiliates of Clearlake Capital Group, L.P. and TA Associates.

Advised Palo Alto Networks, Inc. in its acquisition of Zingbox, an Internet of Things (IoT) lifecycle management solution provider that offers the most widely deployed IoT security platform in the world.

Advised Sprint Corp. and SoftBank Group Corp., the controlling shareholder of Sprint, on all stock merger of Sprint and T-Mobile US, Inc. The total implied enterprise value for Sprint in the transaction was approximately $59 billion and the aggregate for the combined company enterprise value was approximately $146 billion.

Represented Sprint Corp. and SoftBank Group Corp. in the divestiture of certain assets, including Sprint’s prepaid businesses and 800 MHz spectrum assets, to DISH Network Corporation for total consideration of approximately $5 billion in connection with Sprint’s merger with T-Mobile.

Represented VMware in connection with Dell’s $67 billion acquisition of EMC, VMware’s parent company. VMware is the “crown jewel” in the transaction, and Dell will issue VMware tracking stock.

Represented VMware in its structuring and negotiations with Dell, the world’s largest private technology company, in connection with Dell’s recap transaction involving the exchange of Dell’s VMware tracking stock for Dell’s Class C common stock and cash. The majority of the funding for the cash portion of the exchange transaction consisted of proceeds from VMware’s US$11 billion pro rata special dividend to all holders of VMware common stock.

Represented VMware in its US$26 per share cash tender offer for cybersecurity company Carbon Black, Inc. The merger consideration represents an equity value of US$2.1 billion for Carbon Black. When completed, this transaction marks VMware’s first acquisition of another public company.


Ranked for Corporate/M&A

Chambers USA 2022