Tom Brower is an associate in the Palo Alto office of Gibson, Dunn & Crutcher and a member of the firm’s Global Finance, Private Equity and Environmental, Social and Governance (ESG) Practice Groups.

Mr. Brower’s practice focuses on advising private equity sponsors and their portfolio companies, corporate borrowers, investment funds and other financial institutions in a variety of domestic and cross-border debt financing transactions, including leveraged acquisitions and recapitalizations, recurring revenue facilities, sustainability-linked credit facilities, asset-based financings and working capital facilities.

Mr. Brower graduated Order of the Coif from the University of Virginia School of Law in 2015, where he was a member of the Submissions Review Board and Managing Board for the Virginia Journal of International Law. While at UVA, he served as a judicial intern in the chambers of The Honorable Frederick J. Scullin, Jr., Senior Judge of the United States District Court for the Northern District of New York and as an intern in the Department of Legal Affairs of the Overseas Private Investment Corporation (now part of the U.S. International Development Finance Corporation). In 2012, Mr. Brower received a Masters of Arts in Political Science from Indiana University and, in 2008, graduated summa cum laude from Washington & Lee University with degrees in Politics and Economics and was elected to Phi Beta Kappa.

Representative Clients and Transactions

Private Equity Representations

• Arlington Capital Partners: Financings for its portfolio company Tyto Athene in connection with its acquisitions of AT&T Government Solutions and Qbase
• ATL Partners: Financing in connection with its acquisition of Aero Accessories & Repair
• Aurora Capital Partners:
  • Financing in connection with its acquisition of VLS Environmental Solutions
  • Financings in connection with its acquisition of Inhance Technologies and its subsequent acquisition of Advance Research Chemicals
  • Financings in connection with its acquisition of Curtis Bay Medical Waste Services and its subsequent take-private acquisition of Sharps Compliance
  • Financing in connection with its acquisition of Universal Pure
  • Financing in connection with its acquistion of Impact Environmental Group
• Evergreen Coast Capital:
  • Financing in connection with its take private acquisition of Gigamon and subsequent refinancing
  • Financing for its former portfolio company ASG Technologies
• L Catterton:
  • Financing in connection with its take private acquisition of Del Frisco’s Restaurant Group (and subsequent spin-off of the Double Eagle Steakhouse and Del Frisco’s Grille businesses to Landry’s)
  • Financings for its portfolio company Uncle Julio’s and its subsequent acquisition of Hacienda Colorado
  • Financings for its portfolio company bartaco
  • Financing for its portfolio company Barcelona Wine Bar
• Liberty Hall Capital Partners:
  • Financings for its portfolio company The Bromford Group in connection with its acquisitions of AeroCision and Numet Machining Techniques
  • Financing in connection with its acquisition of former portfolio company Onboard Systems
  • Financing in connection with its acquisition of former portfolio company Aircraft Performance Group
  • Financing for its portfolio company Accurus Aerospace in connection with its acquisition of Ferra Engineering
• Littlejohn & Co.:
  • Financings in connection with its acquisition of Strategic Materials and its subsequent acquisition of Ripple Glass
  • Financings for its portfolio company PlayPower and its subsequent acquisitions of Playtime and No Fault Sport Group
  • Financing in connection with its acquisition of Magnate Worldwide
• Macquarie Infrastructure and Real Assets: Financing in connection with its acquisition of Tunnel Hill Partners
• MidOcean Partners: Financing in connection with its acquisition of Questex
• OceanSound Partners
  • Financings in connection with its acquisition of Digital Management and subsequent acquisitions of Aurotech and Ambit Group
  • Financing for its portfolio company SMX
• Serent Capital: Financing in connection with its acquisition of ManageAmerica
• Sumeru Equity Partners:
  • Financings for its portfolio company GoGuardian in connection with its acquisitions of Edulastic and TutorMe
  • Financing for its portfolio company 3Gtms
• Tower Arch Capital: Financing in connection with its acquisition of Intelligent Technical Solutions
• TPG: Financing for its former portfolio company DreamBox Learning in connection with its acquisition of Reading Plus
• Veritas Capital: Financing in connection with its acquisition of CAES Space Systems (rebranded to Frontgrade Technologies)

Public Company Representations

• CACI International (NYSE: CACI): $3.2 billion term loan and revolving credit facilities
• Enact Holdings (NASDAQ: ACT): $200 million revolving credit facility
• HP Inc. (NYSE: HPQ): $1.5 billion 364-day credit facility
• SemGroup (previously NYSE: SEMG)
  • C$800 million credit facilities in connection with a SemGroup/KKR joint venture’s acquisition of Meritage Midstream
  • HFOTCO’s $600 million term loan facility
• StepStone Group (NASDAQ: STEP): $225 million revolving credit facility in connection with its acquisition of Greenspring Associates
• Tiffany & Co. (NYSE: TIF): $750 million five-year revolving credit facility
• Tutor Perini (NYSE: TPC): $600 million term loan and revolving credit facilities
• Welltower (NYSE: WELL)
  • Financing in connection with its acquisition of Quality Care Properties
  • $5.2 billion sustainability-linked term loan and revolving credit facilities
  • $3.75 billion term loan and revolving credit facilities
  • $1 billion delayed-draw term loan facility
• Xylem (NYSE: XYL)
  • $800 million sustainability-linked revolving credit facility
  • $50 million term loan facility

Private Company Representations

• Fender Musical Instruments: Refinancing of its ABL and term loan credit facilities

PUBLICATIONS

• Author, “Constitutions as Counter-Curses: Revenue Allocation and the Resource Curse,” 24 Journal of Law & Policy 291 (2016)
• Author, “Reframing Kurtz’s Painting: Colonial Legacies and Minority Rights in Ethnically Divided Societies,” 27 Duke Journal of Comparative and International Law 35 (2016)
• Author, “The Tide of the Times? A Sectoral Approach to Latin America’s Resistance to the Investor-State Arbitration System,” 56 Virginia Journal of International Law 183 (2016)
• Author, “Shango Unchained? State (In)Capacity, Urban Bias, and the Power Africa Initiative,” 5 Brazilian Journal of Public Policy, no. 3, 2015

SPEAKING ENGAGEMENTS

• “Financing-Related Provisions in Acquisition Agreements,” Strafford Live CLE Webinars (August 12, 2021)