Experience
$250 Million Recapitalization and Debt Refinancing for Manufacturer
Led a team of attorneys serving as company counsel in the recapitalization of a manufacturing company, including negotiations to refinance approximately $250 million in existing debt with primary and secondary lenders and to issue $135 million in preferred equity to an investor sponsored by a major private equity firm.
$200 Million+ Sale of Portfolio Company to National Bank
Represented the second-largest shareholder in the sale of an investment bank for more than $200 million to a national bank.
$150 Million Sale of Beverage Company to Canadian Public Company
Served as lead counsel to a California-based private equity fund in the $150 million sale of all of the outstanding equity of a portfolio company in the juice and beverage industry to a Canadian publicly traded company. The transaction represented the private equity sponsor’s exit, while the management team remained in place to continue the growth of the business.
$90 Million Sale of Professional Education Business
Served as lead counsel to a client engaged in the provision of continuing medical education for mental health clinician, to a global health care events business.
$66 Million Sale to Roll-Up Acquirer
Represented a company as lead counsel in an approximately $66 million sale for cash and equity to a buyer engaged in a roll-up of similarly positioned companies, a transaction complicated by the large portion of equity consideration received.
$57 Million Sale of National Health Care Staffing Agency
Served as lead counsel to a national health care staffing agency in its approximately $57 million all-cash sale to a publicly traded company.
$65 Million Divesture of Tech-Enabled Sales Training Portfolio Company
Led the transaction to sell a portfolio company engaged in sales training on behalf of a private equity fund. Sale involved complex management-succession issues and a privately held European purchaser.
$57 Million Sale of Filtered Water Cooler Provider for Private Equity Fund
Served as lead counsel to a private equity fund in the sale of a provider and manufacturer of filtered water coolers and related products to a NYSE-listed strategic acquirer.
$42 Million Sale of Research Business to Private Equity Fund
Served as lead counsel to the founders of a research services business in its approximately $42 million sale to a private equity fund.
$40 Million Sale of Mechanical Contracting Business
Represented the seller as lead counsel in the approximately $40 million sale of a mechanical contracting business.
$40–$60 Million Sale of Accounts Receivable Management Business
Represented a specialty finance company as lead counsel in the sale of its accounts-receivable-management business, at a purchase price in the range of $40–$60 million, depending upon contingent consideration.
$35 Million Sale of Business with Rollover Equity and IP License-Back
Represented a serial entrepreneur in the approximately $35 million sale of a majority stake in a company to a private-equity-backed buyer. The transaction was complicated by a substantial rollover equity stake retained by the seller, a license-back of key assets to an affiliated company, an equity incentive plan for the target’s employees put in place at closing, and the simultaneous unwinding of a joint venture with an international company that controlled relevant intellectual property.
$23 Million Sale of Family-Owned Construction Businesses
Represented family sellers as lead counsel in the sale of approximately 50% of the equity interests in two related cement contracting businesses, with total enterprise value of approximately $45 million, in a transaction complicated by the various relationships between the sellers and the target companies.
$20 Million Sale of Joint Venture Interest with Put-Right Structuring
Represented a controlling owner in the $20 million sale of a controlling interest in a risk-management joint venture to a $1 billion-plus insurance company, a result achieved in part through a “put” right that valued the minority interest at full fair market value.
$19 Million Sale of Family Propane Business to Private Equity Buyer
Led the sale of a family-owned propane business to a private-equity-sponsored buyer for approximately $19 million.
Sale of Municipal Bond Investment Bank
Represented the owners as lead counsel in the sale of a municipal bond investment bank to a regional commercial bank.
$500 Million+ Acquisition and Post-Acquisition Integration for Global Pharmaceutical Company
Assisted a global animal health pharmaceutical company in an acquisition valued in excess of $500 million, including the acquisition of a significant animal health business line from a publicly traded seller, and acted as lead outside counsel for the multi-year post-acquisition integration. Integration work included follow-on acquisitions, negotiations with new customers, suppliers, and licensors, compliance with an FTC consent order, and resolution of post-acquisition disputes.
$100 Million Combined Acquisition of Electrical Contracting Firm
Served as lead counsel to the buyer, one of the largest mechanical contractors in its region, in the acquisition of an electrical contractor with a similar industrial base, resulting in a combined business with projected revenues in the range of $100 million.
$75 Million Acquisition of Business by Family Office
Represented a family office as lead counsel in the acquisition of a $75 million business from a private equity sponsor.
$52 Million Acquisition of Software Business
Represented a public company manufacturing subsidiary as lead counsel in the acquisition of a software business valued at approximately $52 million, expanding the client’s footprint in the software space and involving complex intellectual property issues.
$45 Million Acquisition of Lime Materials Business
Represented a lime and minerals manufacturer as lead counsel in the approximately $45 million acquisition of a materials company’s equity interest.
$20 Million Equity Acquisition for Private Equity Fund
Acted as lead counsel to a private equity fund in its $20 million equity acquisition of a company serving large industrial and aerospace customers. The transaction involved a complex pre-closing tax-free reorganization, the donation of a minority interest in the target to a donor-advised fund, international distribution issues, and a representations-and-warranties insurance policy, and closed on an expedited year-end basis.
$16 Million Acquisition to Expand Manufacturing Capacity
Served as lead counsel to a specialty manufacturer in a $16 million acquisition to strengthen its physical production capacity, including the acquisition of a lubricant manufacturing and packaging facility.
Acquisition of Competing Beverage Distributor
Represented a St. Louis beverage distributor in the purchase of a multiple competing distributor businesses to facilitate geographic expansion, including with existing product suppliers.
Roll-Up of Brokerage and Property Management Businesses
Served as lead counsel on multiple acquisitions to expand to a nationwide footprint for commercial real estate brokerage and property management business.
Roll-Up Acquisition Program for Private Equity-Backed Platform Company
Served as lead counsel to a private equity-sponsored portfolio company in a successful roll-up strategy that included twelve acquisitions, and later served as lead counsel in the platform’s sale to a strategic acquirer for approximately $290 million.
Conglomerate Acquisition Program
Served as lead attorney in a series of acquisitions undertaken on behalf of a subsidiary of Forbes 100 publicly traded conglomerate.
Cross-Border Acquisitions and Financings for European and Asian Companies
Represented multiple companies based in Europe and Asia in U.S.-based acquisitions and related financings, with business acquisitions ranging in value from $10 million to $100 million.
Multiple Acquisitions Supporting a Diversification Strategy
Represented a client in completing numerous acquisitions of manufacturing, distribution, construction, and technology companies, ranging from several million dollars to nearly $100 million over several years, supporting the client’s diversification and market-expansion goals.
Business-Process-Outsourcing Acquisition for Silicon Valley Client
Advised a Silicon Valley-based client in the acquisition of a national business-process-outsourcing vendor, enabling the client to further develop and deploy its artificial intelligence software to the target’s customers.
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