Primary Office
Tax
Select representation as tax counsel for:
- A manufacturing company in its disposition of the equity of the company.
- A Chicago-based private equity firm and registered SEC investment adviser in its minority investment in two companies.
- A private equity firm in its acquisition of all of the equity interests of two companies.
- A family-backed private equity firm in its acquisition of an employee-owned manufacturing company using a dynamic deal structure that shifted away from initial commercial terms and included an earnout concept. The target company was owned by an ESOP, which added complexity to the transaction's documentation, structuring and negotiation.
- A multi-billion-dollar investment advisory firm in the sale of its business to a New York-based private equity firm's investment advisory affiliate.
- A private equity firm in a transaction structured as a multi-step merger, which involved a significant seller rollover of proceeds into the equity of the buyer, and multiple equity incentive arrangement that were negotiated and entered into at closing.
- A private holding company and its stockholders in a complex transaction providing liquidity for the stockholders while maintaining their majority ownership interest in their operating companies through an investment by a publicly traded (foreign stock exchange) private equity firm.
- A multi-billion-dollar private equity firm and its platform company in the acquisition of a technology company in a transaction involving a seller rollover of proceeds into the equity of the buyer and multiple equity incentive arrangements, which were negotiated and entered into at closing. Further, this transaction included a pre-signing creation of a buyer subsidiary and a pre-closing reorganization of the target entities' structuring and ownership.
- A publicly traded Fortune 1000 food industry client in the sale of a business line to a private food industry processor and distributor.
- A publicly traded Fortune 500 food industry company in its sale of a business line, which included a range of Protected Designation of Origin (PDO) imported Greek food items to a premier specialty food importer.
- An aviation industry company in the sale of all equity interests of a business line to a private equity firm.
- A multi-billion-dollar private equity firm in the sale of a platform company that included the acquisition of multiple add-on businesses and effectuated a pre-closing reorganization of the sell-side structure between signing and closing while the parties awaited Hart-Scott Rodino clearance.
- A publicly traded industrial supply chain company in the divestiture of a business line to a global company.
- A private equity firm in its acquisition of its first two platform companies for its newest fund.
Corporate Transactions
Select representations include:
- A publicly traded Fortune 500 company in its sale of a product line and related assets.
- A national trustee for ESOP in its evaluation and negotiation of terms for serving as trustee in a transaction in which a holding company for 25 direct and indirect subsidiaries would sponsor an ESOP and become a 100% ESOP-owned company.
- A national marketing company in its planning for and implementing the terms of the sale of all of the company’s outstanding equity to a newly formed ESOP.
- A private holding company and its stockholders in connection with the issuance of $22 million of preferred equity to an existing equity holder, a wholly owned subsidiary of a publicly traded (foreign stock exchange) private equity firm.
- A private national market leader in marketing in connection with the carve-out acquisition of substantially all of the assets of three separate businesses from a holding company.
- A national trustee for an ESOP in evaluating the terms for serving as trustee in a transaction in which a worldwide leader in product packaging would sponsor an ESOP and become a 100% ESOP-owned company.
- A private holding company and its stockholders in a complex transaction providing liquidity for the stockholders while maintaining their majority ownership interest in their operating companies. The transaction involved a wholly owned subsidiary of a publicly traded (foreign stock exchange) private equity firm invested in a wholly owned subsidiary of the client holding company.
- A global chemical company in connection with the sale of a business line for a combination of (i) a multi-million-dollar cash payment at closing, and (ii) potential earnout payments for each of the four calendar years following the closing based on net sales of the acquired products. The deal also included negotiations for the sale of certain real property and special environmental indemnitees.
- A publicly traded Fortune 500 food industry wholesaler in its sale of a line of branded products to one of the largest privately held food importers.