Henrik Patel, Global Head of White & Case's Employment, Compensation and Benefits practice, advises clients on the full spectrum of executive compensation and employee benefits issues. His significant experience and knowledge in this area has made him a valued resource for a range of US and international clients, including public and private companies, boards of directors and executives.
Clients look to Henrik for his ability to solve challenging compensation and benefits issues, arising both on a day-to-day basis and in the context of major corporate transactions. Working closely with the Firm's Global Mergers & Acquisitions and Capital Markets Practices, Henrik brings strategic insight to the compensation and benefits aspects of a range of large-scale deals, including public and private M&A and private equity and leveraged buyout transactions, as well as debt and equity financings, divestitures, spinoffs and IPOs. Henrik has extensive experience with all manner of public and private company compensation issues and is a member of the Firm's Public Company Advisory, Private Equity Practice and Tax Practices. Henrik was recognized by M&A Advisor's list of "40 under 40" and has been named a recognized individual by Legal 500 in Employee Benefits & Executive Compensation.
Henrik's advisory practice spans the full spectrum of general compensation and benefits concerns, including corporate governance matters and best practices, executive compensation plan design, efficient tax structuring, employment contracts and equity incentive compensation arrangements.
Companies have come to rely on Henrik's state-of-the-art advice to help them effectively incentivize their employees, while remaining in compliance with their fiduciary and shareholder responsibilities. The regulatory issues on which Henrik provides clarity and guidance include securities, tax, public disclosure and ERISA concerns.
Henrik regularly negotiates and drafts employment, retention, separation, equity, phantom equity, bonus, change of control, non-competition, non-solicitation and other compensation-related agreements, plans and provisions, as well as relevant sections of proxy statements, periodic and current reports and registration statements.
Henrik is a frequent contributor and speaker at Global Equity Organization ("GEO") and National Association of Stock Plan Professional ("NASPP") conferences.
Recent matters include the representation of:
IFM Investors, an Australian institutional funds manager, in its US$10.3 billion acquisition of Buckeye Partners, L.P. (NYSE: BPL), a publicly traded master limited partnership which owns and operates a diversified global network of pipeline assets and midstream logistics solutions. The transaction was named "Private Equity Deal (Over US$10 billion)" by M&A Advisor (2020).
CVC Capital Partners Asia Fund IV in its acquisition of OANDA Global Corporation, a global online retail trading platform, currency data and analytics company;
Calpine Corporation in its US$17 billion sale to Energy Capital Partners, an energy-focused private equity firm, and a consortium of investors including Access Industries and Canadian Pension Plan Investment Board;
Sempra Energy (NYSE: SRE), a Fortune 500 energy services holding company, in its US$9.45 billion all-cash acquisition of Energy Future Holdings Corp., which indirectly owns 80% of Oncor Electric Delivery Company, LLC, an operator of the largest electric transmission and distribution system in Texas. The transaction, which created the largest utility holding company in the US, valued Oncor at $18.8 billion. This transaction was named "M&A Deal of the Year" by The Deal in 2018;
Roark Capital Group and its portfolio company Arby's Restaurant Group, in Arby's US$2.9 billion acquisition of Buffalo Wild Wings, Inc. (NASDAQ: BWLD), an established international owner, operator and franchisor of quick-service restaurants;
Anthem, Inc., one of the nation's largest health benefits companies, in its recently terminated US$54.2 billion agreement to acquire Cigna Corporation, a combination that garnered front-page coverage for over 2 years and involved extensive coordination of a White & Case team of cross-practice lawyers in M&A, antitrust, litigation and bank finance;
CVC Capital Partners in its US$1.425 billion acquisition of beauty and personal care products company PDC Brands from Yellow Wood Partners;
Quad-C Management, Inc. in its investment in Pharm-Olam International, Ltd., its acquisition of The Wolf Holdings Organization, Inc., McKissock, L.P., and acquisition of Vaco;
Certares,L.P. in its investments in Guardian Alarm, Guardian Medical Monitoring, and AmaWaterways;
Harvest Partners in its acquisition of Material Handling Services; TDG Group Holdings Company; EyeCare Services Partners Holdings LLC; VetCor Group Holdings Corp.; DCA Investment Holding LLC, and PRO Unlimited; and sale of Document Technologies Holdings, LLC;
City Practice Group USA Holdings in its US$600 million sale to Warburg Pincus;
FCX Performance, Inc., a portfolio company of Harvest Partners, in its approximately US$768 million sale to Applied Industrial Technologies, Inc. (NYSE: AIT);
Dynegy Inc. in its US$119 million sale of two intermediate gas-fueled plants located in Dighton and Milford, Massachusetts to a subsidiary of Starwood Energy Group Global;
Cincinnati Fan & Ventilator Company, Inc., a manufacturer of industrial fans and blowers and portfolio company of Dominus Capital, L.P., in its acquisition of Strobic Air Corporation, a recognized technological leader in the air movement industry, specializing in technologically advanced exhaust systems for laboratory fume hoods in various industries;
Zimmer Holdings, Inc., a world leader in musculoskeletal health solutions, in its US$13.35 billion acquisition of Biomet, Inc., one of the world's leading medical device manufacturers;
Omnicare in its US$12.7 billion sale to CVS Health. The ECB team represented Omnicare in their executive compensation and equity issues. We also assisted on the complex Section 280G issues included in this transaction;
Anthem, Inc. in the acquisition of Aspire Health, Inc., the nation's largest non-hospice, community-based palliative care provider;
Roivant Sciences Ltd. in the launch of Genevant Sciences Ltd., a joint venture with Arbutus Biopharma Corporation (Nasdaq: ABUS), focused on the discovery, development and commecialization of a broad range of RNA-based thereapeutics enabled by Arbutus' proprietary lipid nanoparticle (LNP) and ligand conjugate delivery technologies;
Packers Sanitation Services Inc., a US contract food sanitation company and portfolio company of Harvest Partners, in its sale to Leonard Green & Partners LP.
Speaker, "Executive Compensation in the COVID-19 Crisis", Harvard's Corporate Governance Virtual Roundtable Series, July 2020, Webinar
Speaker, "'Acqui-hiring' a Taste for Earnouts and Other M&A Pay Practices; Carrying On About Carried Interests", PLI's Cool Compensation Considerations for the Private Company 2020: Pay, Performance and Perspectives, January 2020, New York, NY
Speaker, "New Tax Laws, Same Uncertainty: US Changes in a Global Context", 26th Annual NASPP Conference & Exhibition, September 2018, San Diego, CA
Speaker, "Data Privacy in a Connected World: Equity Plan Administration in the Context of Data Privacy" and "Isolationism vs. Globalisation: Stock Plans in a Confused World 26th Annual NASPP Conference & Exhibition October 2017, Washington, D.C.
Speaker, "Executive Compensation and Global Uncertainty" and "How Employee Benefits foster Growth; Lessons from the "Start-up" Nation", GEO 18th Annual Conference April 2017, Rome, Italy
Co-Speaker, Management Compensation in PE Deals at Redcliffe's The Private Equity 2015 Conference "Recent Deals and the Road Ahead", June 2015, London, UK
Faculty Panelist, PWC Law Firm Pension and Retirement Plans Conference, July 2015, New York, NY
Speaker, "Harvard Roundtable on Executive Compensation", November 2014, Cambridge, MA
Presenter, "WestLegalEdcenter Webcast on Management Compensation Issues in LBOs", December 2013
Explanation of Profits Interest Award, Memorandum, Lexis Practice Advisor, 2019
Advanced Profits Interests Issues for Private Equity Sponsors, Practice Note, Thomson Reuters Practical Law, 2019
Repricing Underwater Stock Options, Selected Issues in Equity Compensation, 15th Ed., National Center for Employee Ownership (NCEO), 2019, (co-author)
Explanation of Equity Award Treatment in IPO, Memorandum, Lexis Practice Advisor, 2019
Explanation of Equity Award Treatment in Spin-Off (Parent Employees), Memorandum, Lexis Practice Advisor, 2018
Explanation of Equity Award Treatment in Spin-Off (Spinco Employees), Memorandum, Lexis Practice Advisor, 2018
Giving Nonqualified Deferred Compensation Plans Their Due Diligence in M&As: Part I—409A Fitness, Benefits Law Journal, Autumn 2018
Explanation of Equity Award Cash-out in Corporate Transaction, Memorandum, Lexis Practice Advisor, 2018
Explanation of Equity Award Rollover in Corporate Transaction, Memorandum, Lexis Practice Advisor, 2018
Early Exercise Stock Options and Other Equity Award Considerations, Practice Note, Lexis Practice Advisor, 2018
Private Equity's Trump Card With Management, PLI Current: The Journal of PLI Press, Summer 2018
Executive Compensation Issues in Public Company Transactions, Practical Law Journal of Transaction & Business, May 2015
Leading Lawyer for US Corporate Employment Law, Lawdragon 500 2020
Lexis Practice Advisor Author
Recognized as the Legal Influencer for Corporate – Europe (Q1 2019) by Lexology
Recognized Individual for Employee Benefits & Executive Compensation, The Legal 500 US, 2017
Named to Private Funds Management's list of "30 under 40", 2015
People's Choice Award, Unemployment Action Center (UAC), 2015
Named to the M&A Advisor's list of "40 under 40" for Mergers & Acquisitions, 2015