M & A Deals

• Have represented multiple private equity funds, headquartered around the U.S., in a variety of significant platform acquisitions, including acquisitions of the following: (i) a leading ergonomics office products company, (ii) a multi-state urgent care clinic business, (iii) a national oilfield production components manufacturer, (iv) a leading paperboard packaging business, (v) a leading nationwide supplier of aftermarket automotive parts, (vi) an international leather products company and (vi) a nationwide debt collection company, among others.
• Additionally, have represented PE portfolio companies, other privately-held companies and publicly-held companies in multiple add-on acquisitions.
• Several representations have involved flooring products. E.g., represented nationwide hardwood flooring company in sale to major competitor. Represented publicly-held carpet company in acquisition of a complementary carpet manufacturing business. Represented flooring installation accessories company in acquisition of flooring provider.
• Many representations have involved services companies. E.g., represented sellers of metals toll processing and logistics provider in sale to public company acquirer. Represented PE buyer in the acquisition of a multi-national professional services information technology support business. Represented a privately-owned total facility management services company with nationwide scope in the sale of its business to a privately-held security services company.
• Have led teams of international attorneys in multiple complex deals, including the acquisition of a leading designer, manufacturer and marketer of sporting equipment and apparel with worldwide operations, and the sale of an international industrial components manufacturer.
• Have also represented regional and small businesses, such as funeral homes, home improvement businesses, small manufacturing concerns, and propane supply businesses, and various family owner groups, in sales to larger competitors.
• Negotiated sale of privately-held social media company to large social media conglomerate, with unique purchase price components based on social media metrics.
• Assisted consumer products company in purchases and sales of worldwide rights to long-running, over-the-counter consumer product brands.
• Negotiated purchase of real estate services company and represented buyers in successful post-closing enforcement of indemnification covenants, getting purchase price reduced by 33%.

Technology Deals

• Represented venture-backed software company in provision of software and services to multiple publicly-held financial institutions in multiple countries.
• Counseling publicly-held manufacturing companies on international joint venture distribution and supply arrangements with strategic partners.
• Represented technology companies in venture capital investments in their vendor partners and in other collaboration arrangements, such as referral agreements, subcontract arrangements and joint ventures.
• Negotiated various founder exits, company recapitalizations and venture capital investments on behalf of founders and companies, including financings involving Tennessee’s TNInvestco and Incite programs.
• Drafted and negotiated executive employment agreements, independent contractor service agreements and employee separation agreements, for a variety of clients.

General Counsel Services

• Counseling software-as-a-service companies with respect to contract-based relationships, including those with developers, clients and strategic partners.
• Representation of wealthy investors and institutional investors in private equity, hedge fund and venture capital investments.
• Represented founders of hedge funds in fund formation and financing.
• Negotiated buy-ins, buy-sell agreements, and terminations of professional practices of doctors, veterinarians and lawyers and other professional groups.
• Counseling with respect to private equity offerings, periodic Exchange Act filings and securities law compliance in connections with investments in private equity and hedge funds.
• Counseling with respect to registration of investment advisors and representatives with the SEC and state securities boards.