Kate Withers is a trusted M&A advisor to private equity and technology clients on complex corporate transactions and a partner in Ropes & Gray's global private equity transactions group.
Kate advises clients in connection with a broad range of corporate transactions in the technology, media, software, digital infrastructure, artificial intelligence, consumer, health care, life sciences and financial services sectors, including:
- Technology-focused carve-outs;
- Cross-border mergers & acquisitions;
- Technology-focused joint ventures;
- Leveraged buyouts;
- Pharma and music royalty sales and purchases;
- Restructurings, recapitalizations and special situations; and
- Preferred equity and convertible debt investments.
In recent years, Kate's private equity clients have included GI Partners, TPG, KKR & Co., Lindsay Goldberg, HPS Investment Partners, Vista Equity Partners, Crosspoint Capital, and West Coast middle market funds.
Kate also has extensive experience representing strategic acquirers on M&A transactions, including Meta Platforms (formerly Facebook), Tencent Holdings, The National Geographic Society, Peloton Interactive, Bonobos, BBVA, Humana, Cisco, Allergan, J&J and numerous biotechnology companies on M&A matters.
Kate's passion for advising technology clients and investors stems from her prior work as a quantitative data analyst and programmer for Bank of America, the World Bank, and physician and health economics researchers at the Wharton School of Business. Prior to law school, Kate earned a master’s degree in economics as a Fulbright Scholar at the London School of Economics and was a research assistant to macroeconomics researchers at the Brookings Institution, including 2001 Nobel Laureate in Economics George Akerlof.
Kate has been recognized as a 2022 Top Woman in Dealmaking by The Deal, by The Legal 500—the world's largest legal referral guide—for her work on “Private Equity Buyouts: Large Deals ($500m+)” and in “Technology Transactions,” and by Super Lawyers as a Rising Star in M&A in the New York Metro Area.
Experience
Kate's experience includes advising:
AI and Digital Infrastructure
- GI Partners in connection with its investment in eClinical Solutions, a data analytics company.
- GI Partners and Blue Stream Fiber in connection with Sixth Street’s strategic investment in Blue Stream Fiber.
- GI Partners in connection with its growth investment in BusPatrol, an AI-based school bus safety technology provider.
- Crosspoint Capital in connection with its control investment in Everseen, a maker of a visual AI platform.
- Crosspoint Capital in connection with its investment in Veracode.
- Crosspoint Capital in connection with its investment in ReversingLabs.
- Aptiv in connection with its acquisition of nuTonomy, an automated driving company.
- Technology company in connection with a joint venture agreement for the development of AI-powered drone technology.
Enterprise Software & Technology
- McAfee Corp. in connection with its acquisition by an investor group comprising Advent, Permira, Crosspoint Capital, CPP Investments, GIC and ADIA for over $14 billion.
- TPG Capital and Wind River in connection with the proposed acquisition of Wind River by Aptiv PLC for $4.3 billion.
- TPG Capital in connection with the $4 billion acquisition (in partnership with Francisco Partners) of Boomi from Dell Technologies.
- Crosspoint Capital in connection with its investment in RSA Conference.
- The Rise Fund, TPG’s impact investing platform, in connection with its $100 million strategic investment in Climavision, a pioneering weather services and intelligence platform.
- Vista Equity Partners in connection with its sale of Regulatory Data Corp. to Moody’s for $700 million.
- Vista Equity Partners in its acquisition of Black Mountain Systems (now Allvue).
- Vista Equity Partners in its acquisition of 7ParkData.
- Vista Equity Partners and its portfolio companies in connection with multiple acquisitions and sales, including Wrike, RADAR, Schoology, and SouthTech Systems.
- Golden Gate Capital and Neustar in connection with the acquisition of TrustID.
- Meta Platforms (formerly Facebook) in connection with multiple cross-border acquisitions of software and technology companies.
- Cisco Systems in connection with the carve-out sale of its Service Provider Video Software Solutions business to Permira Funds.
- Cisco Systems in connection with its acquisition of MaintenanceNet.
- BPL Global in connection with its acquisition by Danaher.
- IBM in connection with numerous acquisitions of privately held software companies, including Sterling Commerce from AT&T for approximately $1.4 billion in cash.
Media & Entertainment
- KKR in connection with its relationship with BMG related to music rights acquisitions and numerous music catalog acquisitions from bands and artists.
- TPG Growth in connection with its acquisition of Musixmatch, a music lyrics data company based in Italy.
- Tencent Holdings in connection with its cross-border acquisition of a majority stake in Supercell Oy, a Finnish gaming company for more than $8 billion (winner of M&A Atlas Award and China Law & Practice Award TMT Deal of the Year).
- The National Geographic Society in connection with its entry into a joint venture with 21st Century Fox covering cable television, technology, and media assets in a deal with consideration valued at $725 million.
- Asia-based technology company in connection with its purchase of an esports team from Activision Blizzard.
- Owners of an East Coast professional sports team in connection with the entry into a technology-focused esports joint venture.
- Technology companies and entrepreneurs in connection with the entry into esports, gaming, and joint venture agreements.
Life Sciences and Health Care
- A rheumatology research institute at Oxford University in the structured sale of a portion of its worldwide royalty interests in Remicade and Simponi.
- Abcam plc (AIM LSE: ABC; Nasdaq: ABCM), a global leader in the supply of life science research tools, in connection with its acquisition of BioVision, Inc., a wholly owned subsidiary of Boai NKY Medical Holdings Ltd., for $340 million.
- Private equity fund in connection with a structured equity investment in a life sciences business.
- Numerous private equity funds, including CPPIB and OrbiMed, in connection with pharmaceutical royalty purchases.
- Forest Laboratories (now Allergan) in connection with its entry into a collaboration option license agreement and preferred stock investment in Trevena.
- Fortune 100 life sciences companies in connection with multiple proposed acquisitions of pharmaceutical and medical device companies.
- Fortune 100 health care company in connection with its structured investment in a private equity-backed health care provider business.
- Athyrium Opportunities Fund in connection with private equity fund closings and securities law matters.
- Bristol Myers Squibb in connection with its tax-free split-off of its child health and nutrition business in exchange for more than $7 billion of its own stock.
Consumer
- HPS Investment Partners in connection with numerous matters including the carve-out sale of business assets and an out-of-court restructuring and subsequent sale of a consumer food business to a publicly traded company for over $300 million.
- Rodan + Fields in connection with its non-pro-rata uptier debt exchange pursuant to which it reduced its debt burden by over $100 million and raised $30 million of new money senior secured capital and extended the maturity of its existing loans by two years.
- Bonobos, a New York-based ecommerce company, in connection with its acquisition by Wal-Mart Stores.
- Portfolio companies of Gryphon Partners and Insignia Capital in connection with bespoke joint venture and commercial arrangements in the food industry.
- Peloton Interactive in connection with its Series E preferred stock financing and general corporate matters.
- Birdies in connection with preferred stock financings and general corporate matters.
Fintech and Financial Services
- Zelis Payments in connection with bespoke health care payments joint venture agreements.
- Mainsail Partners and Zen Planner in connection with the sale of Zen Planner to Daxko.
- Broadridge Financial Solutions in connection with its acquisition of INVeShare’s blockchain-based proxy voting technology.
- Banco Bilbao Vizcaya Argentaria in connection with its acquisition of Simple Finance Technology, a mobile banking company.
- Promontory MortgagePath (founded by Eugene Ludwig) in connection with financial technology matters.
- Middle East Sovereign wealth fund in connection with its non-control investment in a fintech company and proposed acquisition of a bank.
- American Airlines in connection with numerous cobrand credit card arrangements with banks and financial technology agreements with a major payment network.
- MidFirst Bank in its acquisition of Presidential Financial Corporation from Harbert Private Equity and the Belfer Family.
- Procter & Gamble in connection with cross-border financial technology matters.
The experience listed above includes certain matters handled prior to joining Ropes & Gray LLP