David Carpenter is the Co-Leader of Mayer Brown’s New York Corporate & Securities practice group. He focuses primarily on mergers and acquisitions, divestitures and sales of businesses, joint ventures and strategic alliances, with particular emphasis on cross-border transactions. His practice also includes representing clients in connection with PIPEs, venture capital and early stage investment activities as well as on corporate governance matters.
David’s M&A practice has a particular focus on the Food & Beverage, Chemicals and Life Sciences sectors. He serves as the Co‐Chair of the firm’s Food & Beverage M&A sub‐group. David represents many of the firm’s multinational clients in M&A matters, and he has particular experience representing strategic bidders in connection with their participation in the competitive auction settling. In addition to his familiarity in the M&A arena, David regularly counsels Food & Beverage, Life Sciences and Chemical industry participants in the negotiation and documentation of relationships with suppliers, contract manufacturers, distributors and brokers, as well as on corporate governance matters. As a result, he has a keen awareness of the day‐to‐day commercial arrangements that are relevant to competitors in these industries.
David was named a “2018 Food & Beverage MVP“ by Law360 for, among other things, advising Nestle S.A. on the $7.15 billion global alliance with Starbucks. In 2019, David’s work on this transaction was also recognized by UK legal publication Legal Week, which shortlisted David in the category of “Transatlantic M&A Team of the Year (Mega Deal).” David was also named a “Dealmaker of the Week” by The American Lawyer in April 2012 for leading a Mayer Brown team that represented Nestlé in its $11.85 billion acquisition of Pfizer’s infant nutrition business. David has been classified as a “Life Sciences Star” by Euromoney’s Legal Media Group (LMG) for the years 2013‐2019 and was ranked as a “Top 50: Global M&A Lawyers” by The Global M&A Network in 2014.
David serves as co-chair of Mayer Brown’s India practice and is active in advising clients on investment and joint venture activities in India.
- Represented Nestlé’s Health Science division in the acquisition of the assets associated with Allergan plc’s gastrointestinal medication products Zenpep and Viokace for the treatment of Exocrine Pancreatic Insufficiency.
- Advised Nestlé S.A. in its $7.15 billion global alliance with Starbucks. As part of the alliance, Nestlé obtained the rights to market, sell, and distribute Starbucks, Seattle’s Best Coffee, Starbucks Reserve, Teavana, Starbucks VIA and Torrefazione Italia packaged coffee and tea in the global consumer packaged goods and food services channels.
- Represented Nestlé U.S.A. in the $4 billion divestiture of its US ice cream business (Dreyer’s and Häagen Dazs) to Froneri International Limited.
- Represented Nestlé U.S. A. in the $2.8 billion divestiture of its US confectionery business (Butterfingers, Crunch, SweeTarts, among others) to Ferrero International through a competitive auction process.
- Represented Solvay SA and its affiliates in the $220 million acquisition of the global Ryton polyphenylene sulfide (PPS) business of Chevron Phillips Chemical Company LP.
- Represented Nestlé HealthScience in connection with its initial $145 million minority investment in Aimmune Therapeutics (NasdaqGS; AIMT) and in related follow on investments and in the negotiation of a strategic collaboration arrangement related to the development of products for the treatment of food allergies.
- Represented Nestlé HealthScience in its initial $42.5 million Series D-1 preferred stock investment in Axcella Health (NasdaqGM; AXLA) and in certain follow on investments.
- Represented Nestlé HealthScience in its $65 million investment in Series D and D-1 preferred stock of Seres Therapeutics, Inc. and in a related license and collaboration transaction with Seres for the development of biologics based on the human microbiome in certain indications.
- Represented Fresenius Kabi in its acquisition of Fenwal Holdings, Inc., a leading provider of transfusion technology products for blood collection, separation and processing.
- Represented Nestlé S.A. in its $11.85 billion acquisition of the infant nutrition business of Pfizer through a competitive auction process.
- Represented Nestlé HealthScience in its acquisition of Prometheus Laboratories Inc., a specialist in diagnostics and in-licensed specialty pharmaceuticals for gastroenterology and oncology from a private equity consortium led by American Capital.
- Represented Nestlé S.A./Nestlé U.S.A. in connection with the acquisition of Chef America, the owner of the Hot Pocket® and Lean Pockets® brand of handheld sandwiches ($2.6 billion); Jenny Craig ($600 million); Norvatis Medical Nutrition ($2.5 billion); and Gerber Products Company and Gerber Life Insurance Company ($5.5 billion).
- Represented Nestlé U.S.A. in the sale of its Ortega Mexican food division to B&G Foods.
- Represented Huron Consulting Group Inc. in connection with the acquisition of Callaway Partners, Wellspring Partners, Galt & Company, Nextra Litigation Solutions, Glass & Associates and Aaxis Technologies Inc.
- Represented Nestlé S.A. in the formation of a joint venture (Dairy Partners Americas) with Fonterra Cooperative Group of New Zealand for the manufacture of milk powders and the manufacture, distribution and sale of flavored milks and other dairy products throughout North, Central and South America and the Caribbean.
- Represented Nestlé S.A. in a worldwide joint venture with Colgate-Palmolive Company to manufacture and distribute confectionery products with oral care benefits.
- Represented Metal Management, Inc., a publicly traded scrap metal recycler in over 20 acquisitions, dispositions and joint venture transactions.
- Represented DSM Desotech Inc., a subsidiary of a Dutch chemical company, Royal DSM N.V., in the restructuring of its joint venture with JSR Corporation of Japan, and the sale of certain assets and related technology of DSM Desotech's UV/EB curable resins business to JSR.
- Represented HSBC Private Label Corporation in connection with Preferred Stock investments in Concept Shopping Inc. and Debitman Inc. (now Tempo Payments Inc.) and related strategic alliances.
- Represented CoreLogic, a leading provider of information, analytics and business services, in the $60 million sale of its captive India-based business-process outsourcing subsidiary, CoreLogic Global Services Private Limited, to Cognizant Technology Solutions Corporation.
- Represented a joint venture formed by Mauritius-based affiliates of Walton Street Capital and Starwood Capital Group in a $1.23 billion township development project in Kolkata, India, and the related negotiation of a joint venture with Indian property developer Shriram Properties Limited.
- Represented Walton Street Capital India in connection with joint venture and real estate development opportunities in Pune, India.
- Represented Jefferies International in foreign currency convertible bond offerings for Aftek Infosy, REI Agro Limited, HEG Limited, GHCL Limited and S. Kumars Limited.
- Represented Jindal Poly Films Limited in the international aspects of its INR 3 billion Equity Share offering.
- Represented SKS Microfinance Limited, a Hyderabad-based microfinance lending institution, in connection with its first and second round private equity financings with, among other investors, Mauritius Unitus Corporation, Vinod Khosla and Sequoia Capital India II LLC.
DePaul University College of Law, JD
University of Illinois at Urbana-Champaign, BA
- New York