Rising Star: Latham's David Brown

Portfolio Media. Inc. | 860 Broadway, 6th Floor | New York, NY 10003 | www.law360.com Phone: +1 646 783 7100 | Fax: +1 646 783 7161 | [email protected] Rising Star: Latham's David Brown By Liz Hoffman Law360, New York (March 22, 2013, 5:22 PM ET) -- David Brown was always young for his class. As a late August birthday, he snuck in under Virginia state's school cutoff, and he went straight from college to Harvard Law School, graduating at 24. But even that doesn't explain how he became global co-head of Latham & Watkins LLP's private equity group before his 40th birthday, becoming one of the youngest partners in BigLaw to hold that title and landing him on Law360's Rising Star list. Brown, who led 14 deals worth $5.75 billion last year for The Carlyle Group LP, Platinum Equity LLC and others, cites Latham's culture of putting young partners in leadership roles as something that drew him to the firm as a young associate. "There's a consistent firm culture here of infusing the leadership ranks with young blood," he said. "It's very much a meritocracy. If you're doing a great job, people are going to take notice." And they have, said Dan Lennon, who heads Latham's corporate department and recommended Brown for the leadership position. "David is an incredibly deep analytical thinker and really curious how businesses work and deals work," Lennon said. "He has a once-in-a-generation intellect." Brown started at Debevoise & Plimpton LLP's New York office in 1998, fresh out of law school. But with his family and his then-girlfriend, now his wife, in Washington, D.C., Brown started thinking about heading back home. He knew he wanted to be on transactions, and for buyouts in the nation's capital, Latham leads the pack. While its peers are New York-heavy, Latham's private equity group grew up around one of its biggest clients, The Carlyle Group LP, which was founded in 1987 by five Washington insiders and has deep roots in the defense sector. "D.C. isn't known for being an M&A town, and I knew I wanted to do high-level work," Brown said. "Latham was the obvious choice." And Brown says he knew it was the right one almost immediately. Filling in for a partner on maternity leave, he jumped onto a deal selling First Washington Realty Inc., a publicly traded shopping center REIT, to California Public Employees' Retirement System for $800 million. It was a big deal, with a little bit of everything — REIT-related tax issues, a cash-or-stock option for selling shareholders, a sale of the company's assets and separate transfer of its partnership units, a purchase price that would vary based on financing costs and performance, and an agreement with First Washington's executives to stay on as property managers. "Within a week of joining the firm, I was at the table having conversations with clients," he said. Since then, Brown has become a key deal maker for one of the firm's biggest clients, Carlyle. In 2010, he advised Carlyle-owned HCR ManorCare Inc. in the $6.1 billion sale of its real estate portfolio. A year later, he helped Carlyle and Hellman & Friedman LLC buy Pharmaceutical Product Development Inc. for $3.9 billion, at the time one of the biggest leveraged buyouts since the financial crisis. And when Lennon, the relationship partner to the buyout firm, heard last year that Carlyle was thinking about backing short-haul rail operator Genesee & Wyoming Inc. as part of its $1.4 billion takeover of rival RailAmerica Inc., he spent a few minutes looking at the term sheet and handed it over to Brown. Carlyle ended up buying $350 million in preferred equity to help finance the merger. Brown has also fostered one of Latham's most promising new relationships with Platinum Equity, a Los Angeles-based investor with middle-market roots and a growing appetite. Lennon knew Platinum partner Louis Samson from Samson's days as an M&A attorney at Stikeman Elliott LLP. So when Samson tapped Latham to handle its acquisition of a bankrupt Minneapolis yacht maker in 2011, Lennon looped in Brown and, "David took it from there," he says. That transaction, a small but complicated Section 363 asset sale for Genmar Holdings Inc., required long stints in Minneapolis bankruptcy court in the dead of winter. Brown and Stanton hit it off, and out of the deal came a relationship that has spawned at least six more transactions over the past three years, each bigger than the last. In 2010, Brown guided Platinum's $777 million take-private of American Commercial Lines Inc., a owner of river barges. Last October, he helped the firm buy aerosol spray can manufacturer BWAY Parent Co. Inc. in a $1.24 billion secondary sale from Madison Dearborn Partners LLC, Platinum's biggest acquisition to date. Other clients include Catterton Partners Corp., Birch Hill Equity Partners and Koch Industries Inc., the sprawling energy and industrial empire headed by Charles and David Koch. Last year, he helped Catterton, a $2.7 billion private equity firm, merge two candy makers in a deal that finalized a roll-up 10 years in the works. He also advised Arinc Inc. in the $154 million sale of its defense systems business to Booz Allen Hamilton Inc. Outside the negotiating room, Brown swaps his deal-making hat for his administrative one as co-chair of the global private equity practice, overseeing 50 U.S. partners and 100 global partners alongside his co- chair, New York partner David Allinson. As co-head of the global private equity practice, Brown said his focus isn't micromanaging — "people run their own practices without a lot of meddling" he said — but rather on keeping Latham's bench deep, its forms tight and its partners informed of practice developments. He quarterbacks the firm's "M&A Academy," a deal-making boot camp that takes place every other spring in Los Angeles, and is overseeing a top-to-bottom refresher of Latham's form stockpile and best practices. He also spearheads the department's marketing materials. "David has a great sense of what clients want to hear and what they don't," Lennon said. "He approaches marketing the same way he approaches deals — he keeps an eye on everything, but distills for the client exactly what matters. He's a true counselor." --Editing by Katherine Rautenberg. All Content © 2003-2013, Portfolio Media, Inc. .

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