Saul Ewing has extensive experience advising manufacturing clients and related industries. We provide targeted guidance to help clients adapt and remain competitive in an evolving marketplace with constant challenges in staffing, adopting new technology, supply chain disruptions and disruption in domestic and foreign trade. Saul Ewing has assembled a large team of attorneys with experience in corporate law, labor & employment, immigration, intellectual property, real estate, technology contracting, government contracting, trade laws, and litigation to help clients protect their assets, mitigate risks, and achieve their business goals. Our clients include manufacturers of various types and sizes in a range of industries, including heavy manufacturing, metals, automotive, aerospace, chemicals, electronics, food and beverage, agribusiness, pharmaceuticals, medical devices, biotechnology, plastics, additive manufacturing, consumer goods, and industrial products.
With offices in key markets across the country, we are often with clients at their facilities to gain an understanding of their businesses, needs and industries. We also leverage our extensive networks to facilitate introductions between our manufacturing clients and lenders, suppliers, and strategic partners, with the aim of helping to drive our clients’ success.
We routinely provide advice in the following areas:
Corporate
- Business formation, commercial agreements, governance, import/export matters, and expansion into new markets
- Employee Stock Ownership Plan (ESOP) formation and ownership
- Financing: debt and equity capital raising transactions
- Mergers, acquisitions, dispositions, joint ventures and strategic alliances
- Investments by private equity funds, venture capital funds, wealth funds, and strategic investors
- Domestic and international tax planning, and onshoring
Regulatory Compliance
- Regulatory approval for investment (CIFIUS) and Hart-Scot-Rodino requirements for transactions
- Antitrust considerations for market concentration and competition
- Environmental permitting and requirements of state, local, regional and federal environmental authorities, including the U.S. Environmental Protection Agency and the U.S. Army Corps of Engineers
- Occupational Safety and Health Administration matters
- Product safety and labeling requirements
- Requirements of the Food & Drug Administration and U.S. Department of Agriculture
Labor and Employment
- Day-to-day human resource issues
- Workplace policies, practices and procedures
- Employee benefits and executive compensation
- Non-compete arrangements
- Discrimination, harassment, wage and hour and restrictive covenant litigation
- Immigration and foreign worker compliance, audits and policies
Real Estate
- Acquisitions and dispositions
- Financing, leasing and construction
- Land use, zoning, land development and permitting
Intellectual Property
- Patent, trademark, and copyright prosecution and enforcement
- IP transactions, including acquisition or disposition of IP assets
- IP licensing
- Trade secret counseling and strategy
Technology Contracting
- System procurement, software licensing, software-as-a-service (SaaS) agreements and cloud computing arrangements
- Machine learning and artificial intelligence (AI) advice on implementation, intellectual property creation, ownership and licensing
- Internet and e-commerce agreements
- Agreements for network, telecommunication, disaster recovery services and infrastructure
- Information technology services and consulting agreements
- Business process outsourcing agreements
Insolvency of Vendors, Suppliers and Customers
- Contractual remedies
- Secured and unsecured claims
- Treatment as a critical vendor or supplier in customer bankruptcies
- Asset sales, tooling concerns, and Section 363 sales
- Bankruptcy litigation including preference lawsuits
Litigation and Dispute Resolution
- Breach of contract matters in courts and arbitration forums
- Litigation regarding defective goods, delayed shipments, and payment and performance issues
- Intellectual property disputes
Key Contacts
Saul Ewing attorneys advised on these select manufacturing industry representations:
Corporate Transactions
- A manufacturer of vehicle climate control systems in the $30 million sale of its assets to the subsidiary of a publicly traded corporation. The client had facilities in four states, proprietary technology and a workforce of more than 140 employees.
- A precast concrete manufacturer in the sale of all of its assets to a manufacturer for $14 million and in the redemption of one of its minority members for approximately $1 million.
- A private investment firm in the acquisition of a pallet manufacturing business. Our team divided the purchase into an asset acquisition and a goodwill acquisition in order to minimize taxes and create an efficient tax structure.
- A manufacturer of alcoholic beverages in obtaining a $60 million line of credit secured by accounts receivable and inventory.
- A manufacturer of cannabinoid ingredients in its corporate reorganization and $2 million Series A financing round led by a Miami-based private equity fund.
- A California-based ice cream manufacturer and distributor in an $11 million sale of assets.
- A large, market-leading food manufacturer to a large industry leading snack food company for $950 million.
- A large, Midwest-based manufacturer in the purchase of an additive custom engineering and manufacturing company in California.
- A feed company in the raise of $30 million for an expansion of its high protein ingredients company.
- A food and ingredient company in the purchase of handling processing and manufacturing facilities across North America.
- A co-manufacturer of specialty ingredients for the beverage industry on the sale to a large, publicly traded Irish food company.
- A medical device company on the funding, and ultimate sale to a large, private-equity backed biotech firm.
- A manufacturing solutions and design firm on the sale to a publicly traded health care solutions and manufacturing firm.
- One of the largest home accessory manufacturers in the global market in the purchase of an outdoor solutions manufacturing firm.
- A large, publicly traded hearing manufacturer in the purchase of a series of regional services companies with clinics.
Government Enforcement
- A metal roofing manufacturer in settling a citation from the Occupational Safety and Health Administration (OSHA) for an alleged machine guarding violation. We conducted an internal investigation, and pointed to critical factual distinctions between the prior and current alleged violations, leading to a lesser designation and reduced fine.
- A manufacturer cited under OSHA’s General Duty clause for a fatality involving a forklift.
- A chemical manufacturer in investigations by OSHA, the Environmental Protection Agency, the Department of Justice and the Chemical Safety and Hazard Investigation Board.
- A specialty metals manufacturer in a CERCLA cost recovery and contribution action initiated by the Pennsylvania Department of Environmental Protection regarding a cleanup of industrial solvents and metals in soils and groundwater at a site in Pennsylvania.
- A flooring manufacturer in site remediation, state natural resource damage claims, and Resource Conservation and Recovery Act (RCRA) compliance.
Disputes & Litigation
- A plant-based beverage manufacturer in a dispute with its packaging supplier over the poor quality and potential health hazards caused by the packer’s poor performance. We secured a favorable settlement, recovering both damages as well as the return of unused materials.
- A silicone manufacturer and three affiliates in litigation arising from an explosion. After learning that the plaintiffs may have released the affiliates from liability through execution of releases with other settling defendants, we filed a declaratory judgment action requesting that the court order plaintiffs to indemnify our clients against any judgment at trial. This resulted in plaintiffs settling for a fraction of their original demand.
- A lighting design and manufacturing studio and one of its principals in a breach of contract lawsuit brought by a window and door manufacturer. The plaintiff alleged breach of a purported door and window installation contract, claiming that our clients caused and were liable monetarily for the time and resources the plaintiff expended in negotiating the installation contract. The court granted our motion and dismissed the action in its entirety, with prejudice.
- A zinc manufacturing company in bringing suit for fraud due to defective machinery against an English equipment manufacturer in U.S. court despite the existence of a clause in the sales contract requiring arbitration in London. Upon receipt of our complaint, the manufacturer flew to the U.S. to fix the machines.
- Manufacturers of a cancer treatment in a suit against several pharmaceutical labs for infringement of two patents. We ultimately secured a judgment whereby the defendants agreed to not sell their generic product until our clients’ patents expire.
- Manufacturers of a treatment for alcohol and opioid dependence in pursuing patent litigation through trial against a major pharmaceutical company for infringement. In the settlement, the defendant agreed to be enjoined from making or selling its infringing product until the expiration of the patent.
- A metals manufacturer in finding a creative solution which allowed our client to receive payment in full on its $1.5 million general unsecured claim in a customer bankruptcy where there was a long-term executory supply contract.
- A bedding manufacturer in defending a putative class action alleging that bedsheets were sold in packaging misrepresenting the threadcount. We settled the case on an individual basis for a nuisance value after leveraging evidence that the class representative may have purchased a different product.
