Corporate

Represented cannabis client in connection with secured lending transaction, a private placement of convertible securities by related issuers, ongoing regulatory matters and general corporate matters. 

Performed renewable energy project financing diligence for a Boston law firm, including the review of various state and federal renewable energy incentive laws.

Actively engaged with and responded to contracting requests from internal functions of a multinational pharma company, such as information technology and public affairs, and provided full-service contracting services to support business needs.

Represented private investor in fraudulent transfer and corporate veil-piercing claims in the Northern District of Illinois.

Advised a client in a corporate debt restructuring of more than $50 million that allowed it to part ways with the family of its deceased founder. The restructuring included a comprehensive court-approved settlement agreement involving the payoff of several debt obligations, the release of the related security agreement, the purchase and extinguishment of a warrant to purchase over 500,000 shares of common stock of the client’s holding corporation, and the release of rights under multiple purchase agreements, including a stock purchase agreement. The negotiated settlement agreement price included approximately $17 million of debt forgiveness to the client’s benefit. Also represented the client in a $2 million revolving loan and a $44 million term loan, handled employment agreements for the CEO and CFO, negotiated landlord consents on client leases in dozens of locations, and provided assurances to the lender on the client’s employee stock ownership plan.

Represented the seller in the equity sale of an IT solutions provider to a private equity firm.

Represented a publicly traded Fortune 500 company in its acquisition of assets of a refined fuels and propane business.

Represented the seller in the equity sale of an art studio.

Assisted venture capital fund in multiple Series Seed investments.

Assisted health care company in its Series D offering, raising more than $50 million.

$55 million sale of advertising company to public company. The asset sale transaction involved the sale of rights in over 400 locations in four states, the transfer of over 1,000 advertising contracts, and the sale of two commercial buildings. The team helped the client navigate various corporate governance issues and achieve its goal of selling the business.

Represented a group of investors in a multimillion-dollar private offering and acquisition of a controlling interest in a leading U.S. dog daycare franchisor. Handled investment documentation for private offering by buyer entity, operative documents for the acquisition, and conduct of due diligence.

Acted as counsel to a private equity fund in its $20 million equity acquisition of a company serving various large industrial and aerospace customers. The transaction involved a complicated pre-closing tax-free reorganization, donation of a minority interest in the target company to a donor-advised fund, international distribution issues, and a representations and warranties insurance policy. Helped client achieve its goal of closing and deploying allocated capital at year-end on an expedited basis.

Represented a private investment firm in its acquisition of franchise restaurant outlets across multiple states. Handled the acquisition agreement and other operative documents, due diligence, franchise documentation and licensing.