H. Thomas Felix, III

Since joining Kirkland, Tommy has been involved in the following transactions:

Equity Offerings

• Health & Safety Institute, a portfolio company of Waud Capital Partners, in connection with its issuance of $300 million of preferred units
• Ares Management Corporation, a leading global alternative investment manager, in connection with its $100 million preferred stock investment in Vinci Partners Investments Ltd. (NASDAQ: VINP)
• Warburg Pincus in a $200 million preferred equity offering in connection with its acquisition of K2 Insurance Services, an independent specialty insurance program manager
• Onit, Inc., a portfolio company of K1 Investment Management, in connection with its issuance of $85 million of preferred stock
• Fortress Investment Group in connection with its preferred stock investment in PLBY Group, Inc. (NASDAQ: PLBY), a consumer lifestyle company and owner of the “Playboy” brand
• Blue Owl Capital Inc. (NYSE: OWL) in connection with a secondary offering by certain selling stockholders of $387 million of Blue Owl’s Class A common stock
• Knighthead Capital Management, LLC in connection with its preferred stock investment in ATI Physical Therapy, Inc. (NYSE: ATIP)
• BakeMark USA, a portfolio company of Clearlake Capital Group, in connection with its issuance of $85 million of preferred stock
• Mold-Rite Plastics, a portfolio company of Clearlake Capital Group, in connection with its issuance of $100 million of preferred stock
• Zywave, a portfolio company of Clearlake Capital Group, in connection with its issuance of $12 million of preferred stock
• symplr, a portfolio company of Clearlake Capital Group, in connection with its issuance of $80 million of preferred stock
• Blue Owl Capital Inc. (NYSE: OWL) in connection with a secondary offering by certain selling stockholders of $123 million of Blue Owl’s Class A common stock

High Yield and Investment Grade Debt Offerings

• Blue Owl Capital, a leading asset manager, in its $750 million offering of senior notes
• Ares Management Corporation, a leading global alternative investment manager, in its registered offering of $500 million of senior notes
• Mobileum Inc., a portfolio company of H.I.G. Capital, in connection with its $30 million issuance of senior notes
• Fortress Investment Group in a $55 million senior notes investment in AURA Network Systems
• Clearlake Capital Group in a $400 million senior notes offering in connection with its acquisition of Intertape Polymer Group, a manufacturer of paper and film based pressure-sensitive and water-activated tapes, stretch and shrink films, protective packaging, woven and non-woven products and packaging machinery for industrial and retail use
• Guitar Center, Inc., a leading retailer of musical instruments, lessons, repairs and rentals in the United States, in connection with its add-on offering of $200 million aggregate principal amount of 8.500% Senior Secured Notes due 2026
• Ares Management Corporation, a leading global alternative investment manager, in its Rule 144A offering of $500 million of senior notes
• Clearlake Capital Group in a $625 million senior notes offering in connection with its acquisition of Springs Window Fashions
• ASP Unifrax Holdings, Inc., a Clearlake portfolio company and a manufacturer of high performance specialty materials used in industrial insulation, electric vehicles and filtration, among other products, in its $800 million secured notes offering, $400 million unsecured notes offering and $450 million preferred stock offering in connection with its acquisition of Lydall, Inc.
• Ares Management Corporation, a leading global alternative investment manager, in its Rule 144A offering of $450 million in Fixed-Rate Resettable Subordinated Notes
• Blue Owl Capital in its $700 million offering of senior notes
• Blue Owl Capital in its $400 million offering of senior notes
• Blue Owl Capital in its $350 million offering of senior notes
• TKC Holdings in its multi tranche offering of $1.1 billion senior notes and senior secured notes

Special Purpose Acquisition Company Transactions

• Ares Acquisition Corporation II (NYSE: AACT), sponsored by an affiliated investment vehicle of Ares Management Corporation, in its $500 million initial public offering
• L&F Acquisition Corp. in its $1.4 billion business combination with ZeroFox and IDX
• LiveVox in its merger with Crescent Acquisition Corp., a special purpose acquisition company
• Owl Rock Capital Group in a business combination agreement with Dyal Capital Partners and Altimar Acquisition Corporation, a special purpose acquisition company, to form Blue Owl Capital Inc., an alternative asset management firm
• Ares Acquisition Corporation (NYSE: AAC), sponsored by an affiliated investment vehicle of Ares Management Corporation, in its $1 billion initial public offering

Restructuring and Liability Management Transactions

• The Lycra Company and its subsidiaries in connection with a comprehensive settlement of its existing debt, including simultaneous consent solicitations in connection with substantial amendments to its existing euro- and dollar-denominated senior secured notes and associated transactions
• Wheel Pros and Clearlake Capital in connection with a comprehensive liability management transaction, including the exchange of approximately $272 million of Wheel Pros’ unsecured notes for new second lien notes and a corresponding covenant strip consent procedure
• The Lycra Company and its subsidiaries in connection with a comprehensive debt refinancing, including a refinancing of its existing senior secured notes and associated transactions
• NMC Healthcare ― Advising the joint administrators of NMC Healthcare LTD and certain subsidiaries in connection with its novel administration funding facility, non-core asset sales and the core group restructuring process (2021–2022)
• The Hertz Corporation ― Representation of Knighthead Capital Management, LLC and Certares Opportunities LLC in their successful $5.916 billion purchase of Hertz, 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 equityholders of more than $8.00 per share, payment in full to all creditors, and an implied plan enterprise value of $6.929 billion

Public Mergers and Acquisitions

• Blue Owl Capital Inc. (NYSE: OWL), in its pending acquisition of Prima Capital Advisors, to create Blue Owl’s Real Estate Finance Strategy
• Blue Owl Capital Inc. (NYSE: OWL), in partnership with GIC, in connection with their joint acquisition of STORE Capital Corporation (formerly NYSE: STOR)
• Crescent Capital BDC, Inc. (NASDAQ: CCAP) in connection with its acquisition of First Eagle Alternative Capital BDEC, Inc. (formerly NASDAQ: FCRD)

SEC Compliance, Disclosure and Corporate Governance

• Ares Management Corporation (NYSE: ARES)
• Blue Owl Capital Inc. (NYSE: OWL)

Prior to joining Kirkland, Tommy was involved in the following matters:

• Palomar Holdings, Inc. in connection with its $97 million initial public offering
• Underwriters in connection with the $102 million initial public offering of Greenlane Holdings, Inc.
• Underwriters in connection with the $530 million initial public offering of VWR Corporation
• Iovance Biotherapeutics, Inc. in connection with its $525 million follow-on equity offering
• Halozymeme Therapeutics, Inc. in connection with its offering of $805 million convertible senior notes
• Initial purchasers in connection with the offering of $1.9 billion senior notes and €1.3 billion senior notes by Netflix, Inc.
• Initial purchasers in connection with the offering of $300 million senior notes by Flexi-Van Leasing, Inc.
• Initial purchasers in connection with the offering of $600 million senior notes by The Brink’s Company
• Initial purchasers in connection with the offering of $450 million senior notes by Match Group, Inc.
• Initial purchasers in connection with the offering of $250 million senior notes by TMS International Corporation
• Underwriters in connection with the offering of $500 million senior notes by QEP Resources, Inc.
• Initial purchasers in connection with the multi tranche offering (including dollar and euro-denominated notes) of over $4.0 billion senior notes and senior secured notes by Avantor, Inc.
• Initial purchasers in connection with the offering of $600 million senior notes by CDK Global, Inc.

Cahill Gordon & Reindel LLP, 2013–2018

DLA Piper LLP (U.S.), 2018–2021