Pavel A. Shaitanoff

Pavel Shaitanoff is a partner in Goodwin’s Private Equity group, resident in the New York office. He advises private equity sponsors, family offices, and corporate strategic clients on US and cross-border transactions, including public and private mergers, acquisitions, divestitures, tender offers, leveraged buyouts, growth-equity and minority investments, joint ventures, corporate restructurings, co-investments, and general corporate matters.

A substantial part of Pavel’s practice is devoted to the full life cycle of private equity portfolio investments. He advises sponsors on the acquisition of platform companies, counsels those companies throughout the hold period on add-on acquisitions, carve-outs, recapitalizations, and governance, and leads the eventual exit, whether by sale to a strategic or financial buyer or by recapitalization. He also routinely represents private equity clients’ portfolio companies in complex commercial transactions, including strategic supply, manufacturing, distribution, consulting, and services agreements that are critical to the companies’ growth plans and investment theses.

Pavel has extensive transactional experience across a range of industries, including defense and aerospace, technology and software, healthcare and life sciences, financial technology and payments, industrials and infrastructure manufacturing, consumer and lifestyle brands, and real estate. Drawing on more than a decade of experience advising sponsors and companies in the defense, intelligence, and aerospace sectors, he advises private equity sponsors, strategic investors, and defense and aerospace companies on complex transactions and risk management in highly regulated industries, and he writes and speaks regularly on the role of private capital in the defense sector in the United States and Europe.

In addition to his transactional practice, Pavel works closely with Goodwin’s Private Investment Funds group in representing sponsors, including Broad Creek Capital, on fund formation matters, including the formation of US and Luxembourg-based real estate and private investment funds. This work gives him a sponsor-level perspective on fund economics, investor relations, and governance that informs his advice on portfolio transactions.

Pavel is a frequent author on M&A and private equity topics. His recent commentary on defense investment has appeared in Fortune and in Goodwin’s Forces of Law series, and his writing on cross-border deal terms and on state restrictions on foreign ownership of US real estate has been reprinted in legal publications including the Real Estate Finance Journal.

Prior to joining Goodwin in 2021, Pavel was of counsel in the Mergers & Acquisitions and Private Equity practice groups at Gibson, Dunn & Crutcher LLP in New York, where he represented private equity sponsors and their portfolio companies, with a particular focus on the aerospace and defense sector. Sponsors he represented prior to joining Goodwin include Veritas Capital, Liberty Hall Capital Partners, OceanSound Partners, Lupa Systems, and Cerberus Capital Management. Before that, he was an associate at Schulte Roth & Zabel LLP.

Pavel is actively involved in associate training and mentoring within Goodwin’s Private Equity group, where he has served on the group’s Training Committee and Client Outreach Committee and has developed and led training programs on earn-outs, purchase price adjustment mechanics, and other core M&A topics. He is also committed to pro bono service, including corporate governance work for nonprofit organizations and the representation of US military veterans and their families in benefits matters.

Outside the office, Pavel is a competitive multi-sport athlete competing at the international level in both masters-division boxing and clay shooting. He is also a regular participant in The Honor Foundation’s Swim for SOF long-distance charity swims in support of US Special Operations Forces veterans.

Pavel received his JD from the George Washington University Law School and his Bachelor and Master of International Relations, with highest honors, from Belarusian State University in Minsk, Belarus. He speaks English, French, Russian, and Belarusian.

Bregal Sagemount and its Portfolio Companies

• the representation of Bregal Sagemount, a leading growth-focused private equity firm, and its portfolio companies in connection with numerous growth-equity investments, portfolio company transactions, and exits in the software, healthcare IT, and financial technology sectors, including:
  • the representation of Bregal Sagemount and DentalXChange in DentalXChange’s recapitalization with KKR, in which Bregal Sagemount exited its investment following a successful strategic partnership, and the earlier representation of Bregal Sagemount in its strategic growth investment in DentalXChange, a leading provider of dental revenue-cycle management and electronic data interchange solutions;
  • the sale of TrustArc, a leading provider of privacy compliance and data protection solutions, to Main Capital Partners, and the ongoing representation of the company during the hold period;
  • the strategic growth investment in, and the subsequent exit from, PayArc, a payments technology company providing payment processing solutions to merchants, and the ongoing corporate representation of the company during the hold period;
  • the strategic growth investment in Orange Logic, a leading provider of digital asset management software, and the ongoing corporate representation of the company; and
  • the growth-equity investment in FullStack Labs, a software development and IT staffing services company, and the ongoing representation of the company.

Bregal Investments (Bregal Sphere Impact Platform)

• the representation of Bregal Investments, through its newly formed impact platform, in its majority investment in and strategic partnership with PUR Projet, a Paris-based global developer of nature-based climate solutions projects, a cross-border transaction structured as the acquisition of the French operating company through the purchase of its Singaporean parent and executed across Goodwin’s New York, Paris, and London offices.

Frazier Healthcare Partners and its Portfolio Companies

• the representation of Frazier Healthcare Partners, a leading healthcare-focused private equity firm, and its portfolio companies on buyout, add-on, equity syndication, and commercial transactions, including:
  • the representation of EPTAM Precision Solutions, a Frazier portfolio company and high-precision outsourced manufacturer of medical device components, in its acquisition of Sterling Manufacturing and its subsidiary Albright Silicone, and the ongoing general corporate representation of EPTAM;
  • the representation of Effective School Solutions, a Frazier portfolio company and leading provider of school-based mental health programs, in connection with Frazier’s acquisition of the company and in a strategic commercial agreement with a leading global consulting firm; and
  • the representation of SunMed Group Holdings (now AirLife), a manufacturer of respiratory and anesthesia consumables, in the equity syndication supporting its acquisitions of Vyaire Medical’s respiratory and anesthesia consumables business and Avanos Medical’s respiratory health business.

Centerbridge Partners

• the representation of Centerbridge Partners in the sale of its portfolio company Remedi SeniorCare, one of the nation’s largest institutional long-term care pharmacy providers, to Clarest Health, and in related post-closing matters.

Fortress Investment Group and Infra Pipe Solutions

• the representation of Fortress Investment Group and its portfolio company Infra Pipe Solutions (Infra Pipes), one of North America’s largest manufacturers of high-density polyethylene (HDPE) pipes and conduits for water, wastewater, telecommunications, and energy infrastructure, including:
  • the representation of Fortress in its acquisition of a majority stake in Infra Pipe Solutions from Wynnchurch Capital;
  • the representation of Infra Pipes in its acquisition of the HDPE pipe and conduit business of Atkore Inc. (NYSE: ATKR), comprising five US manufacturing facilities, in a transaction in which Atkore contributed the business and retained a 10% equity stake in the combined company;
  • the representation of Infra Pipe Solutions in its acquisition of a manufacturing facility in Jacksonville, Florida, from Flying W Plastics; and
  • the ongoing general corporate representation of Infra Pipes, including in complex commercial supply, distribution, and manufacturing transactions.

1686 Partners

• the representation of 1686 Partners, a Luxembourg-based growth capital fund focused on purpose-led consumer, fashion, cosmetics, and lifestyle brands, on its US investments, including:
  • its growth investment in True Classic, a Los Angeles-based direct-to-consumer apparel brand, in the company’s first institutional funding round;
  • its growth investment in Ahlem, a Los Angeles-based luxury eyewear brand, as the company’s first outside investor;
  • its Series C preferred stock investment in MSCHF Product Studio Inc., the Brooklyn-based art collective and consumer product studio; and
  • its investments in other US consumer and lifestyle companies.

Macquarie Capital Principal Finance

• the representation of Macquarie Capital Principal Finance in growth investments in the technology sector, including its Series D investment in JOOR, a digital wholesale platform for the fashion industry, and its investments in Overhaul, a supply-chain risk-management and visibility software company.

Broad Creek Capital

• the representation of Broad Creek Capital, a real estate investment sponsor, together with Goodwin’s Private Investment Funds group, in fund formation matters, including the formation of a US-focused real estate investment fund and a Luxembourg-based investment fund, and in related general corporate matters.

Other Sponsor Transactions

• the representation of Kingswood Capital Management in the sale of its portfolio company Senture, a provider of customer-engagement and business-process outsourcing services, to Teleperformance,
• the representation of BlackRock in its PIPE investment in Fanatics Holdings, the global digital sports platform, and
• the representation of a prominent European family office in multiple US portfolio investments in the consumer and technology sectors.

Prior to joining Goodwin, Pavel was most recently of counsel in the Mergers & Acquisitions and Private Equity Practice groups at Gibson Dunn in New York. Prior to joining Gibson Dunn, he was an associate at Schulte Roth & Zabel.