Marcel Fausten
  1. Partner

Mr. Fausten is a partner in Davis Polk’s Corporate Department, practicing in the Capital Markets Group. He represents a range of U.S. and non-U.S. corporate and financial institution clients on a wide variety of public and private capital markets transactions, including initial public offerings and other equity offerings, high-yield and investment-grade debt financings and equity-linked offerings.

Mr. Fausten also advises on governance, general corporate and securities law matters, and has extensive experience in equity derivative transactions and other over-the-counter derivative products. He has experience across a range of industries, including biotech, consumer and retail, oil and gas, financial and technology.

Work Highlights

Mr. Fausten’s recent experience includes the following representations:

IPOs
  • The underwriters in connection with the $2.9 billion initial public offering of Synchrony Financial (a spinoff from a large corporate company’s North American retail finance business) and related $3.6 billion investment-grade debt offering
  • The underwriters in connection with initial public offerings of Editas Medicine, Inc., Chimerix, Inc. and Sprouts Farmers Market, Inc.
Other Equity Offerings
  • The underwriters in connection follow-on offerings or secondary offerings of Chimerix, Inc., Ensco, plc, Hilton Worldwide Holdings Inc., IntercontinentalExchange Group, Inc. and Sprouts Farmers Market, Inc.
  • The issuers and private placement agents in connection with numerous pre-IPO private placements and PIPE transactions
High-Yield Debt
  • The initial purchasers in connection with a $2.0 billion offering of first-lien senior notes and senior notes by PetSmart, Inc. in connection with its acquisition of Chewy, Inc.
  • The initial purchasers in connection with a $1.25 billion senior secured notes offering by CF Industries, Inc.
  • The initial purchasers in connection with a $300 million high-yield debt offering by Hilton Grand Vacations Inc. as part of a debt-for-debt exchange transaction in anticipation of its spinoff from Hilton Worldwide Holdings Inc.
  • The underwriters in connection with a $1.5 billion high-yield debt offering by Hilton Worldwide Holdings Inc.
Investment- and High-Grade Debt
  • The underwriters in connection with investment-grade debt offerings by Beam Inc., Caterpillar Inc., General Motors Financial Company, Johnson Controls International plc and Seagate Technology plc
  • V. F. Corporation in connection with its investment-grade Eurobond offering
Convertible Debt
  • The underwriters in connection with a $750 million offering by a finance subsidiary of Ensco, plc of exchangeable senior notes
  • The underwriters in connection with a $360 million offering by Molycorp, Inc. of convertible senior notes and related share lending arrangements

Professional History

  • Partner, Davis Polk since 2017
  • Counsel, 2014-2017; Associate, 2007-2014, Davis Polk
  • Solicitor, King & Wood Mallesons, 2003-2006

Practice Focus

Bar Admissions

  • State of New York
  • High Court of Australia
  • Supreme Court of Victoria

Education

  • LL.B., University of Melbourne Law School, 2001
    • with honors
  • B.Eng., University of Melbourne, School of Engineering, 2001
    • with honors
  • LL.M., New York University School of Law, 2007