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Areas of Practice

Industries

Firm Management Positions

Technology Committee, Member

Honors and Awards

Memberships and Affiliations

Maryland Bar Association, Emerging Companies Section

American Bar Association

United Way Young Lawyers Committee of Central Baltimore, 2003-2005

Advisory Committee, Business and Technology Court of Baltimore City Circuit Court, 2002-2004

Education

M.B.A., University of Baltimore, Merrick School of Business, 2003

J.D., University of Baltimore School of Law, 2002

B.S., Towson University, 1999

Bar Admission(s)

Photo of Adam S. Zarren

Adam S. Zarren

Partner
Baltimore
500 East Pratt Street
Suite 900
Baltimore, MD 21202-3171

Adam Zarren advises growing small and middle market businesses, as well as large international firms on general corporate, mergers and acquisitions, corporate governance and other business related matters, with individual transactions exceeding $350 million. Using a results-oriented holistic approach, Adam combines his real world experience and pragmatic mannerisms when advising clients.

Adam has extensive experience with respect to local, national and international/cross-border transactions on the areas of business formation, buy-sell agreements, equity and debt financings, mergers and acquisitions, capital raises, private placements, real estate financings, technology development and licensing, trademark issues, joint ventures, employment matters and other types of commercial transactions for a wide range of clients, with businesses focused in many industries. While Adam has the sophistication to represent large multi-million dollar transactions, he also works with start-up, early-stage, and other small businesses. The industries in which his practice focuses includes software and technology, telecommunications, biotechnology, government contracts, distribution, medical practices, and real estate.

Adam's business background has allowed for him to act as general counsel to a U.S.-based international software company that has grown from a $15 million mid-sized firm to a full-fledged international market-leader that now generates more than $200 million annually in revenues, and growing, over the past nine years.

Adam frequently leads seminars to accountants and investment banking professionals in the area of merger and acquisition transactions, in addition to commercial real estate brokers for leasing and purchase/sale transactions.

Experience

Mergers and Acquisitions

  • Represented purchaser of several software and IT technology businesses in mergers and acquisitions, and consulted with various counsel in stock-swap/cash transactions
  • Represented the sellers of various government contracting businesses including a health care staffing company and a technology company
  • Served as deal counsel for the acquisition of companies domiciled in Denmark, Hungary and Kazakhstan, to name a few; prepared all definitive documents for underlying transaction and hired and managed local international counsel
  • Represented acquirer of numerous businesses among many industries (both national and international), each of which was a multi-million dollar transaction, in merger, asset purchase and stock purchases of various businesses
  • Served as deal counsel to companies in various industries that have acquired food franchises, including McDonald’s, Quiznos and Subway, negotiating all definitive documents

Capital Raises and Financings

  • Represented an issuer in connection with its $25 million private placement of shares for software business to a New York private equity firm, preparing and negotiating all definitive documents on behalf of client and the underlying deal
  • Represented an issuer in connection with a $50 million private placement of shares for technology firm
  • Represented a newly-formed private equity fund in connection with a $6 million offering
  • Represented global technology provider in obtaining a $5 million line of credit, secured by certain assets; drafted and negotiated transactional documents, and authorizing resolutions and opinions in connection with the transaction
  • Served as deal counsel to €35 million financing with loan to be secured by assets of client located in six countries; hired and managed local counsel in each jurisdiction; prepared and negotiated various deal documents

General Corporate and Corporate Governance

  • Advised on corporate governance matters, including advocating for client interests during company directors and shareholders meetings, as well as counseling the board and its shareholders on a regular basis
  • Prepared and negotiated organizational documents on behalf of clients in forming corporations, limited liability companies (LLCs), partnerships and business trusts for all types of businesses
  • Prepared shareholder, buy-sell, operating, partnership and joint venture agreements, as well as in advising clients with respect to stock option plans and other incentive-based equity

Acquisitions and Sales of Real Property/Financing/Leasing

  • Represented buyer in acquisition and subsequent refinancing of $72 million, 640+ unit apartment complex located in Maryland; drafted and negotiated documents in connection with the financing and refinancing of that transaction
  • Represented buyer in the acquisitions of office buildings located in Pennsylvania ($140 million) and Ohio ($100 million)
  • Represented seller in the sale of $2.25 million commercial building in Maryland that was being converted into a hotel
  • Represented seller in $400 million sale of real estate projects located in Maryland to a large developer structured in the form of a joint venture/contribution.
  • Represented REIT in the purchase and sale of various office space real estate projects in Maryland, District of Columbia and Virginia in transactions ranging from $10 million to $60 million
  • Represented various clients in the purchase, sale and joint ventures of various real estate projects involving office space, shopping centers, malls, strip centers and development projects throughout the U.S.

Trademarks

  • Prepared and filed applications with the United States Patent & Trademark Office for clients seeking protection of their trademarks
  • Represented both alleged infringers and owners in various trademark disputes
  • Represented international client in cancellation proceeding of its trademark in the United States  

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