Mergers and Acquisitions
We have a broad and deep M&A practice that has advised on transactions for clients across the U.S. involving billions of dollars. Our clients have included Fortune 500 companies, family owned and closely held businesses and investment banks, and we have represented them in every stage of transactions, including negotiations, due diligence, tax planning and regulatory compliance. Many of the lawyers who support this practice came to us from some of the nation’s largest law firms, enabling us to take the lead on complex transactions that require deep experience and cross-discipline support.
Represented a receivables management and purchasing firm in connection with all senior and subordinated financings/credit facilities with combined transaction values in excess of $50 million. An example of a recent representation for this client includes a recapitalization transaction in which we served as lead counsel in all aspects of structuring, negotiating and documenting a senior and mezzanine debt refinance and a concurrent third party equity ...
Represented a privately-held specialty contracting company in connection with its acquisition by a private equity firm for a total purchase price of more than $50 million.
Represented Outdoor Systems, Inc. from 1996 to 2002 in more than 35 acquisitions (stock, asset, mergers, like-kind exchanges) of outdoor advertising businesses ranging in value from $5 million up to $1 billion, as well as in connection with the sale of OSI to Infinity Broadcasting in a public company transaction worth more than $8 billion.
Represented the shareholders of an international hair care products manufacturer in the sale of the stock of their company to a multinational manufacturer of personal care products and household products in 2007. Representation involved negotiating noncompetition agreements that permitted shareholders to pursue their interests as well as employment agreements for those clients who were staying with the company.
Negotiated acquisition of a major league sports team, handled related matters with MLB and represented team in negotiating sponsorship, concession, franchise and suite license agreements.
Represented the shareholders of a privately held insurance brokerage in a sale to private equity, including a rollover of a minority interest by the sellers and on-going employment and other agreements.
Lead counsel in $500 million corporate acquisition involving two publicly traded manufacturers.
Represented longtime client in the sale of their software business to a private equity-backed platform software developer. Client was able to successfully exit the business at an enterprise value of $30 million (well in excess of their expectations) after an initial investment of less than $1 million.
Represented management of an industrial services company in their dispute with a controlling private equity investor. The representation ultimately led to a management buyout at a deep discount on the investor’s initial investment and subsequent triple digit annual returns on management’s investment.
Represented management in connection with the sale of a large commercial services company by one private equity investor to another. Transaction valued in excess of $200 million.
Represented a paper converter in all business matters, including four acquisitions and two leveraged recapitalizations over a ten year period. Investor equity during that period increased 40 times.
Advised Reliance Financial Corporation on its acquisition by merger by Fidelity Information Services (NYSE: FIS). The transaction, which had an aggregate purchase price of $110 million, brought together the world’s largest provider of banking and payments technology and one of the largest independent trust companies in the United States. Assisted with the negotiation and preparation of the Agreement and Plan of Merger and the ancillary documents needed to ...
- "Structuring and Drafting Real Estate Provisions in Merger and Acquisition Agreements," Real Estate in Mergers and Acquisitions, Webinar, National Business InstituteApril 27, 2017
- "Clarifying Procedures in Mergers and Acquisitions of Privately-Held Companies," Business Law Boot Camp, National Business Institute CLE SeminarAtlanta, Ga., September 16, 2016
- "Drafting Real Estate and Environmental Contract Provisions in M&A Agreements: Guidance for M&A Counsel," Strafford Continuing Education WebinarsAugust 16, 2016
- "Finance Roundtable: The ESOP Alternative to a Traditional M&A or Private Equity Sale," Technology Association of GeorgiaAtlanta, Ga., August 9, 2016
- "Negotiating Covenants and Closing Conditions in M&A Transactions: Practical Tactics and Techniques," WebinarSeptember 9, 2015
- SEC Small Business Advocate Act of 2016 Jonathan B. Wilson
- Five Ways that Brexit Will Complicate Cross-Border M&A Jonathan B. Wilson
- Wall Street vs. Main Street Jonathan B. Wilson
- What is an Accredited Investor? Jonathan B. Wilson
- SEC Opens Testing Site For Crowdfund Filings Jonathan B. Wilson
- What In-House Counsel Need to Know about Blank Check IPOs Jonathan B. Wilson
- 3d Circuit Wyndham Decision Will Be Counterproductive Jonathan B. Wilson