Experience
Nationwide Roll-Up Acquisitions by Private Equity-Backed Residential Home Improvement Platform
Served as lead outside counsel to a private equity-backed residential home improvement franchisor in connection with a nationwide roll-up acquisition strategy. Led transaction negotiations and strategy, coordinated with tax, employment, and other specialist advisors, and supervised transaction teams throughout all phases of deal execution, supporting the client's continued growth through acquisitions. Advised on numerous asset and equity acquisitions across the United States, including transactions featuring rollover equity, employment and consulting arrangements, escrow structures, seller notes, and other customary private equity deal terms.
Joint Venture for Distribution of Major League Baseball Television Rights
Served as lead outside counsel to a Major League Baseball club in connection with the formation of a joint venture with a television sports network for the distribution and commercialization of the team's television broadcast rights pursuant to a long-term media rights agreement. Advised on all corporate and transactional aspects of the venture, including entity formation, capitalization, equity issuance, contribution arrangements, governance structures, and related commercial agreements.
Private Equity-Backed Acquisition of Civil Engineering Firm
Served as lead outside counsel to a private equity-backed portfolio company in its acquisition of a Northeast-based civil engineering firm. Advised on the negotiation and execution of the transaction, including rollover equity, employment and consulting arrangements, escrows, and seller financing. Led transaction negotiations, coordinated specialist advisors, and supervised the deal team through closing.
$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.
$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.
$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.
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.
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.
Outside Counsel to Family Office, Auto Dealerships
Serve as outside general counsel to a family office on personal matters (e.g., real estate, business interests and investments), as well as its auto dealerships.
$33.5 Million Sale of Electric Company
Represented an electric company in its $33.5 million sale to a private equity fund, with a pre-closing reorganization and rollover equity structure.
$200 Million Sale of Heat-Treating Company
Represented the seller on the $200 million sale of a heat-treating company with multiple facilities, including international locations and CFIUS approval, to an international engineering company.
$21 Million Acquisition of Jewelry Cleaning Products Equipment Business
Represented a household products manufacturer in the $21 million stock acquisition of Massachusetts-based jewelry cleaning products equipment supplier.
$33 Million Acquisition of Civil Engineering Firm
Represented a transportation infrastructure planning and engineering services firm in its $33 million stock acquisition of a Massachusetts-based civil engineering firm.
$12 Million Acquisition of Garage Door Business
Represented a Utah-based garage door sale and service business in its $12 million equity acquisition of a Pennsylvania-based garage door sale and service business.
$83 Million Acquisition of Garage Door Sale and Service Business
Represented a garage door service company in its $83 million acquisition by merger, with rollover equity structure, of a Utah-based garage door sale and service business.
Sale of Food Manufacturing Company
Representation of a food manufacturing company in its $100 million sale to a private equity fund, involving a pre-closing tax reorganization and rollover equity.
Sale of International Industrial Manufacturer
Representation of industrial manufacturing company in its $90 million sale, including several international locations and a pre-closing real estate spinoff.
Acquisition of Early Childhood Franchisor; Ongoing Development and Real Estate Work
Represented a micro private equity fund in the acquisition of a national franchisor of early childhood centers. Ongoing involvement with the company includes corporate formation, business acquisitions, real estate acquisitions and real estate development.
Acquisition of Company Serving Oil and Gas Industry
$10 million acquisition of company primarily engaged in the design, fabrication, installation, calibration and supply of production equipment and services in the oil and gas industry.
$7.5 Million Acquisition of Oil and Gas Equipment Manufacturer
Represented the buyer, an engineering consulting firm and leading provider of prefabricated and preassembled systems, in its $7.5 million acquisition of a company primarily engaged in the design, fabrication, installation, calibration and supply of production equipment and services in the oil and gas industry. The acquisition enabled the client to expand its service offerings and bring certain services in-house.
Cross-Border Transactions for Holding Company and Primary Portfolio Company
Completed a series of four complex, multimillion-dollar transactions in the U.S. and U.K. on behalf of a holding company and its primary portfolio company. In addition to traditional M&A aspects, our team provided guidance on related real estate, environmental, employment, benefits, immigration and international factors. Two of the four transactions closed on the same day on two different continents.
$20 Million Acquisition of Industrial Chemicals Company
Represented privately held company in $20 million equity purchase of an industrial chemicals company.
Pricing Policy Compliance Training for Manufacturer Resellers
Provided training for resellers of a privately held manufacturing and distribution company to ensure compliance with the company’s Minimum Advertised Price Policy. Training included overview of relevant antitrust laws and discussion of real-world pricing scenarios.
$290 Million Sale of Contract Packager
Represented privately held company in $290 million managed equity sale of contract packager to international strategic purchaser, including rollover investment.
$34 Million Sale of Manufacturing Business
Represented privately held company in $34 million equity sale of exhaust component manufacturer to strategic investor, including rollover investment.
$1.6 Billion Debt Refinancing
Represented client, a supplier of goods and services to state and federal governments, in connection with a $1.6 billion debt refinancing.
Multimillion-Dollar Private Offering and Controlling Interest Acquisition in Franchisor
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.
$81 Million Plastics Industry Acquisition
Represented the acquiring company in an $81 million acquisition in the plastics industry.
Advised and Prepared Documents to Facilitate Capital Raises
Managed due diligence and drafted private placement memoranda and related offering documents to facilitate our clients’ efforts to raise capital to fund the medical marijuana application process and business build out, while mitigating the risk of future securities fraud claims by investors.
Acquisition of Transportation Services Company
Counsel to buyer in the acquisition of a transportation services company in a carve-out transaction. The transaction achieved the client's goals of expanding to several key locations in the Minneapolis-St. Paul metropolitan area and establishing key strategic partnerships with regional customers.
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