Represented a private equity investor in its investment in a long-term care pharmacy.
Counsel to an international home health care and care management company in its 2021 acquisition of over 40 companies across the U.S. for a combined purchase price of over $87MM.
Counsel to a Nevada public charter school in its borrowing of $34.77MM (backed by tax-exempt bonds), to finance the school’s purchase of land and construction of a flagship K-12 campus.
Represented an investor in the acquisition of a hospice agency.
Represented an orthopedic practice with multiple locations, imaging centers and surgery centers in a transaction with a private equity investor.
Represented multiple home health and hospice entities in a transaction with a private equity investor.
Represented ophthalmology practices with surgery center investments in transactions with private equity investors.
Represented multiple physician groups and dental offices with relationships with management service organizations (“MSOs”) and dental service organizations (“DSOs”).
Represented multiple MSOs in the acquisition of non-clinical assets and non-clinical management of medical practices.
Represented multiple DSOs in the acquisition of non-clinical assets and non-clinical management of dental offices.
Represented an entity in an acquisition of a CLIA-certified clinical laboratory.
Counsel to receiver regarding federal firearms license holder engaging in sale and renting of firearms, and separate sale of real property and business assets/operations, including privileged licenses, to generate recovery for creditors.
Represented a national private equity company in connection with serial over-assessment of a power plant for property tax purposes. To date, the client has saved an estimated $50MM in taxes, a sum which is expected to increase.
Provided local counsel with respect to several billion dollars in acquisition financing or refinancing of power project funding.
Since the 1980s, served as counsel for Illinois electric, gas, water, and sewer utilities on general revenue requirement rate cases and various ICC initiatives and rulemakings pursuant to the landmark Illinois Customer Choice law.
Established processes to reclaim a substantial number of franchised territories after private equity’s purchase of a media company.
Represented franchisees for various national franchises on numerous issues including the sale and acquisition of existing franchises.
Represents international contract manufacturer in wide range of legal matters from routine contracts; Board of Directors, stockholder and governance issues; and negotiating and interpreting credit agreements, including equipment leases and revolving line of credit and term loan facilities in excess of $100 million.
Led purchase of start-up pet tech company by a Nasdaq listed company via a stock-for-stock merger.
Represented pet insurance company in its sale to international investment firm.
Frequent counsel to a large private equity company assisting with pre- and post-closing legal infrastructure analysis and operational transition with transaction values varying from $50MM to $1.5B.
Counsel to global food service and uniform supplier for research tax credit management and IRS representation resulting in more than $20MM in tax refunds and annual tax benefits.
Provided counsel to numerous business entities including a large restaurant franchisee in Nevada and California, small and mid-size medical practitioners in Nevada, contractors and construction companies in Nevada and surrounding states, and architects in Nevada and California.
Represented multiple financial institutions in real estate, construction, and working capital financing transactions, including lead negotiation and drafting of credit agreement, promissory note, mortgage, assignment of leases, security agreement, and other ancillary documents related thereto
Acted as general counsel to several private companies as well as a private K-8 school, responding to day-to-day legal issues as they arose.
Advised multiple employers in connection with termination of defined benefit pension plans and de-risking and annuitizing pension plan liabilities.
Represented a multinational corporation in unclaimed property audit and voluntary disclosure.
24 years of experience as in-house and outside counsel to casino entertainment and gaming manufacturers and distributors. Provide business focused legal advice in the areas of transactions, intellectual property, gaming compliance, and public company reporting.
Negotiated the terms of multimillion-dollar gift agreements with charitable organizations.
Represented numerous private entities in tax planning for domestic and international M&A transactions.
Represented numerous borrowers in M&A financing.
Primary outside counsel for a Michigan based biotechnology company in the area of medicinal chemistry.
Lead counsel for the formation, organization, and maintenance of numerous corporate partnership and limited-liability company clients, as well as for audit inquiry responses and resident agent matters.
Served as counsel in reorganization proceedings, including holding company formation of a major electric and gas utility, its sale to a global energy company, and state regulatory approvals of acquisitions of utility companies and power plants.
Lead counsel for a variety of corporate, commercial, construction, and real estate transactions.
Assisted business owners, executives, and various individual clients with business and estate planning needs to transfer an increased portion of their assets to beneficiaries on an after-tax basis by utilizing wills, living trusts, irrevocable gift and insurance trusts, family limited partnerships, and a variety of other probate avoidance and/or tax advantageous business entities.
Advised on a variety of construction projects for both gaming and non-gaming clients.
Successfully reduced or eliminated IRS assessment of employer shared responsibility penalties under the Affordable Care Act.
Represented financial institutions in contested mortgage foreclosure cases including a lien priority dispute between the client and another financial institution stemming from the borrower's failure to close a line of credit with second lender. Obtained a judgment in favor of the client holding that client's lien was in first position.
Represented landlords and tenants in a wide variety of simple and complex matters, including lease negotiations, evictions, commercial eviction defense, and lease workouts.
Represented sellers and purchasers in over $100MM in equity and asset sales involving franchises, restaurants, construction, manufacturing, and other commercial enterprises.
Outside general counsel to a wide variety of middle market, privately held, and public companies with annual revenues ranging from $50,000 to over $100MM.
Lead negotiation, drafting, and due diligence review for a $540MM stock purchase and recapitalization of a major manufacturing company, including negotiating and drafting of a recapitalization agreement and schedules thereto, stockholders' agreement, seller's representative agreement, administrative liquidation agreement, registration rights agreement, redemption agreement, escrow agreement, and loan documentation for a credit facility and other ancillary documents.
Lead negotiation and drafting of various diverse and complex real estate purchase and development contracts for numerous real estate developers/companies regarding the multiple takedown of real estate and negotiation of financings for the development of property(ies).
Lead negotiation for various landlord and tenant clients, including multi-national clients, regarding all aspects of their commercial, office, and retail leases, including co-tenancy issues both in the United States and Canada.
Lead negotiation for various banking clients with respect to their private wealth lending nationwide.
Lead negotiation for $23MM purchase of a 208-unit apartment complex in McHenry, IL, including all purchase and sale documents and due diligence matters.
Lead negotiation and drafting of commercial loan documents for a Chicago client for the financing of an $8.5MM purchase of an office complex near Chicago's O'Hare Airport.
Lead negotiation for a Chicago client to protect its interests in real estate at an office complex where the client sought to lease, through easements, the entire roof to cell phone tower operators; included negotiation of all documentation.
Acted as lead counsel in the negotiation and drafting of a complex limited liability company agreement, which assembled twelve distributors of a major restaurant chain seeking various economies of scale with respect to information technology.
Acted as lead counsel in the negotiation and drafting of an Asset Purchase Agreement and Real Estate Sale Contract for the $9MM sale of an aluminum smelting plant in Alabama. As seller was a Chapter 7 debtor in bankruptcy, the work entailed extensive involvement with the bankruptcy court regarding approvals by the court, and extensive negotiation with the seller's creditors regarding their approval of the sale.
Served as primary attorney with respect to the $3MM purchase of an office complex in Oak Brook, Illinois.
Served as primary attorney for the simultaneous sale of 37 parcels of real estate in Cook County, Illinois for a bank client.
Acted as lead counsel in the negotiation and drafting of a purchase and sale agreement for a 300-lot subdivision in Sandwich, Illinois.
Acted as lead counsel in the negotiation and drafting of a purchase and sale agreement for a 150-lot subdivision for Lighthouse Pointe in Illinois.
Serve as counsel to a number of developers with respect to their purchase and sale of real estate, and related financing and development, including condominium development.
Lead negotiation for a Chicago lender of $6.5MM to finance the purchase and development of land in Florida for a shopping center, including construction loan and end financing. We also lead negotiation of the loan restructuring due to the downturn in Florida real estate.
Lead negotiation for the Restaurant Finance Group of a bank vendor financing company regarding loan facilities for the purchase and construction of Applebee's and KFC franchises throughout country.
Lead negotiation for restaurant client with respect to all of its restaurant leases in multiple downtown Chicago locations.
Lead negotiation for a manufacturing client of office leases for its Elk Grove Village and Collar County locations.
Lead negotiation and drafting of documentation for a $29MM credit facility for a publicly traded contract manufacturing company and its subsidiaries, including negotiation and drafting of loan and security agreement and schedules thereto, promissory notes, joint and several guarantees, subordination agreements, indemnity agreements and landlord waivers, along with other corporate documentation and consents, including director consents.
Lead negotiation and drafting of Facilities and Data Processing Management Services Outsourcing Agreement for a major client that provided for the outsourcing of all of the operation, maintenance, management, and processing of the client's computer system to a third party
Served as primary attorney for a client with respect to negotiating and drafting of licensing agreements, including computer software, and trademark and copyright applications and issues.
Lead negotiation of a $7MM asset sale agreement for sale of Chicago division of large, diversified consulting company.
Served as primary attorney for a client with respect to the drafting and review of a purchase order, invoice, and quotation terms and conditions of purchase for certain firm clients. The work involved extensive UCC Article 2, 8, and 9 issues.
Lead negotiation and drafting of loan documentation for $15MM commercial real estate mortgage involving commercial mortgage backed securities, including negotiation and drafting of mortgage, promissory note, assignment of rents and leases, environmental indemnity agreement, guaranty of recourse obligations, asbestos operations and maintenance agreement, escrow agreement, subordination agreement, lock box agreement, and other ancillary documents.
Lead negotiation of the complex asset purchase of a distribution facility in Ohio, including negotiation and drafting of joint venture agreement, asset purchase agreement, management services agreement, purchase of real estate, and negotiation of terms of credit facility.
Lead negotiation of complex asset sale agreement of equipment leasing company.
Served as primary attorney with respect to the $6MM sale of part of the real estate at a manufacturing facility in Illinois, which involved the sharing of facilities between seller and buyer, complex cross easement agreements, and division of land and zoning issues.
Lead negotiation of multiple Stock Purchase Agreements for the $5MM purchase of all of the stock in various filter manufacturing companies in Indiana.
Lead negotiation for $15MM direct loan for a franchisee to finance the equipment purchase and development of restaurant sites for its franchise business. Real estate aspects of the loan transaction involved multiple takedowns and placements of mortgages in five states.
Served as primary attorney for a Chicago client with respect to negotiation and drafting of equipment leases and financing, including negotiation and drafting of loan documentation with respect to leveraged leases, including notes, security agreements, collateral assignments and notices of assignment. The work involved extensive UCC Article 9 issues.
Lead negotiation and drafting of commercial loan documents in Illinois for a:
$9.5MM construction loan facility for self-storage facility in Glen Ellyn, Illinois.
$15.4MM construction loan facility for senior assisted living facility in Wheaton, Illinois.
$25.4MM acquisition loan facility for purchase of shopping center in Chicago, Illinois.
$7.1MM term loan facility for self-storage facility in Chicago, Illinois.
$2.4MM acquisition loan facility for purchase of shopping center in Lockport, Illinois.
$6.7MM acquisition loan facility for purchase of self-storage in Elk Grove Village, Illinois.
$11MM term loan facility for self-storage facility in Chicago, Illinois.
Served as counsel to The Martin-Brower Company, a leading distributor to McDonald's and other fast food and casual dining restaurants, for over 25 years.
Local counsel to a U.S. bank consortium in the foreclosure of a $432MM loan on, and subsequent $150MM marketing of, Strip-adjacent land zoned for a large gaming resort in Las Vegas, NV, and housing an existing 996-unit apartment complex.
Court-appointed receiver in charge of the assets and legal affairs of an insolvent medical partnership that lost up to $8MM in embezzled funds.
Represents distributors and resellers in domestic and international matters.
Established joint ventures and provided business formation services for new entities of domestic clients expanding globally.
Counsel on energy matters regarding regulatory issues arising out of a broad range of transactions and activities, certification requirements for competitive electric and gas suppliers, service territory disputes under the Electric Supplier Act, and power plant certification, cancellation, and retirement proceedings.
Handled numerous merger and acquisition transactions for privately held companies in various industries, including automotive, medical, aerospace, specialty chemicals, general manufacturing, and distribution.
Prepared and negotiated leases/ground leases on behalf of numerous tenants including Buffalo Wild Wings franchisee, Ruby Tuesday franchisee, Big Boy International, Snap Fitness franchisee, Blackrock Bar & Grill franchisee, along with several commercial leases for office, warehouse and manufacturing space for local, regional and national corporate entities.
Counsel regarding annual reconciliation proceedings for electric, gas, and water and sewer utility automatic adjustment clause tariffs, utility customer complaint proceedings, utility rate design tariff filings, and approvals for service territory additions.
Advised minority shareholder of closely held company with issues related to transition of ownership from older generation to younger generation. Representation related to ongoing management of company.
Represented the co-owner of a construction company in the buyout of his membership interest. We obtained a favorable settlement.
Counsel to regional developer in acquisition, development, and financing of multiple mixed-use buildings in Chicago Opportunity Zones.
Represented food ingredient manufacturer owned by descendants of the founders in general legal matters including negotiating and interpreting business contracts, managing stockholder relationships, maintaining best governance practices, and eventual sale to private equity.
Represented seller of software company to a portfolio company of leading private equity firm.
Represented seller in a merger of regional financial institutions, successfully coordinated shareholder disclosure and vote approving unreduced supplemental pension payments to seller's key executives. The approval exempted the payments from treatment as parachute payments for tax purposes. Without shareholder approval, the seller's key executives would have received significantly reduced benefits.
Lead counsel to multiple Midwest cell phone master dealers in acquisition of retail store locations and continuous on-going day-to-day operations.
Served as lead counsel regarding interventions in various ICC rulemakings, including ICC rules of practice, general filing requirements for utility rate increases, right of way acquisitions, customer payment, deposit rules, and appeals of ICC rate and rulemaking orders.
Lead negotiation and drafting of commercial loan documents in Florida for a:
$5.3MM construction loan facility for self-storage facility in Orlando, Florida.
$4.4MM construction loan facility for self-storage facility in Orlando, Florida.
$9.9MM construction loan facility for self-storage facility in West Palm Beach, Florida.
$4.8MM construction loan facility for self-storage facility in Tampa, Florida.
$6MM construction loan facility for self-storage facility in Jacksonville, Florida.
Counsel on various legislative proposals to support utility related lobbying efforts.
Counsel to private commercial real estate lender relating to creation of multiple private investment vehicles to engage in more than $100MM of real estate secured loans.
Lead negotiation and drafting of commercial loan documents in Texas for a:
$12.58MM construction loan facility for senior assisted living facility in Houston, Texas.
$13.8MM construction loan facility for senior assisted living facility in Overland Park, Texas.
$5.3MM acquisition loan facility for purchase of self-storage in Pasadena, Texas.
Provided counsel to an educational non-profit entity by creating various consulting and service agreements to manage relationships with vendors, the facility, and other constituent relationships to provide a reliable path for meeting objectives going forward.
Lead negotiation and drafting of commercial loan documents in California for a:
$13.35MM construction loan facility for self-storage facility in Los Angeles, California.
$8.5MM construction loan facility for self-storage facility in Petaluma, California.
Represented client before PBGC in connection with post-pension plan termination audit, successfully resolving PBGC assertions regarding the miscalculation of plan benefits and numerous compliance related matters, resulting in PBGC's finding that no laws had been violated in connection with the pension plan's termination.
Special counsel to the board of a medical device company with products for tissue regeneration.
Lead counsel in the negotiation and drafting of documentation associated with a $50MM software licensing transaction on behalf of a technology company in the gaming industry for an international cruise line company.
Lead negotiation and drafting of commercial loan documents in Wisconsin for a:
$3MM construction loan facility for residential subdivision development in Merton, Wisconsin.
$7MM acquisition and construction loan facility for hotel facility in Middleton, Wisconsin.
Represented a fertilizer manufacturing company in the acquisition and transformation from a traditional fertilizer manufacturing company into an innovative, environmentally friendly fertilizer, obtaining the transfer of environmental permits and the continued operation of the facility while undergoing the transformation process.
Led negotiation and drafting of complicated workout agreement between multiple creditors and debtors, including settlement agreement and promissory notes.
Led negotiation and drafting for $2.3MM purchase of insurance business, including drafting of asset purchase agreement, disclosure schedules, assignment documents to transfer obligations to purchaser, along with other corporate documentation and consents, including director consents.
Lead counsel in the $80MM acquisition of a thermoplastic medical device company on behalf of a specialty plastics company.
Lead counsel to a Nevada charter school in the following matters: (1) $8.4MM and $3MM acquisitions of campuses in Las Vegas and Henderson, Nevada; (2) leasing of three campuses for 20 to 40 years; (3) construction of a new school facility on Nellis Air Force Base; and (4) numerous other matters, including student discipline, employment, public procurement, vendor, special education, and compliance matters.
Lead negotiation and drafting of commercial loan documents for a:
$5.1MM construction loan facility for self-storage facility in Phoenix, Arizona.
$14.4MM construction loan facility for senior assisted living facility in Fort Collins, Colorado.
$13MM term loan facility for self-storage facility in Philadelphia, Pennsylvania.
Represented private investors in negotiating loan documents and due diligence involving collateral.
Counsel to a publicly traded bank holding company in connection with a stock-for-stock merger with large regional financial services company. We were responsible for negotiating the merger agreement, preparing the proxy statement, counseling board and shareholders regarding the transaction, and preparing the employment and incentive arrangements for certain continuing employees.
Counsel to a Tier I automotive supplier in various OEM supply chain transactions, including resolution of complex supply chain dispute.
Exceeded over $2B in residential transaction closings by volume.
Represented a welding products manufacturer in its sale of assets to a strategic buyer for approximately $10MM.
Counsel to receiver concerning failed consumer lending entity and formation of new entity to utilize its limited assets to generate substantial recovery for creditors.
Counsel to real estate holding company regarding sale of real estate portfolio for more than $22MM.
Counsel to national nonprofit health club operator for $25MM acquisition and redevelopment of new headquarters complex, including negotiation and drafting of maintenance agreements, zoning variance planning, commercial leases, and parking facility sharing arrangements.
Lead trial counsel and outside corporate legal advisor for a not-for-profit company, which operates worldwide in the area of product certification and standards writing.
Lead negotiation and drafting of multimillion-dollar sale of business with multiple locations, including negotiation and drafting of asset purchase agreements, disclosure schedules, assignment documents to transfer obligations to purchaser, along with other corporate documentation and consents, including director consents.
Lead counsel to a technology CEO in the $11MM purchase, and subsequent $16MM sale, of a Strip-adjacent, luxury residential/commercial building in Las Vegas, NV.
Prepared and negotiated leases/ground leases on behalf of landlords who leased to national/regional companies (or their franchisees) including O'Reilly Auto Parts, Dollar Tree, CVS (and Arbor Drug), Family Dollar, Kroger, Sears Hardware, Emery Air Freight, Caribou Coffee, Tower Automotive, Papa Romano Pizza, The Private Bank, Northern Trust, Oppenheimer, Morgan Stanley, Blockbuster, Radio Shack, and Navistar..
Lead negotiation and drafting of $27.5MM syndicated credit facility in the United States and Dominican Republic.
Successfully defended a Uniform Fraudulent Transfer Act claim in an Illinois bankruptcy court. The amount sought by the bankruptcy trustee exceeded $1MM. Our client prevailed in the trial court and the matter settled in a Seventh Circuit mediation for less than three percent of the original recovery sought by the trustee.
Represented a closely held energy company in Michigan flow-through withholding audit.
Counsel to an Illinois based bank holding company regarding their restructuring and initial public offering, which was followed by a sale, in a stock-for-stock merger, to a large regional financial services company. We were responsible for drafting the restructuring documents, drafting and filing Form S-1 for the IPO, drafting the Nasdaq listing application, 1934 Act filings after the IPO, and counseling board and executives through the public sale process.
Lead negotiation and oversight for multimillion-dollar sale of majority interest in two companies, including drafting of contribution agreement, operating agreements, non-competition agreements, consulting agreement, assignment documents, and other corporate documentation and consents.
Represented purchaser of medical laboratory, expanding purchaser's national network of lab facilities.
Represented a closely held company and numerous individuals in Offshore Voluntary Disclosure Initiative.
Represented a manufacturing company in response to a grand jury subpoena issued by the ED of Louisiana for alleged criminal violations of EPA statutes, resulting in no indictment or criminal liability.
Lead intellectual property litigation counsel for international NYSE® telecommunications and data center corporation in federal trademark litigation and strategic counseling to protect a worldwide brand name.
Counsel to a technology based machining company assisting in the spinoff from a larger manufacturing concern, and served as a general counsel to the company in a variety of commercial transactions.
Lead counsel to a dental supply company for add on dental supply acquisition.
Lead counsel to an engineering services firm for sale of its business to a large privately held engineering services firm.
Assisted in the legal diligence process and drafting ancillary transaction documentation in connection with the $116MM sale of a hydroponic business to a strategic buyer.
Until its sale in 2014, served as counsel to the worldwide leader in manufacturing and sales of film printing, cleaning, and inspection equipment to the motion picture industry in addition to disc inspection and repair equipment.
Designed and implemented a stock compensation plan for a regional financial institution, successfully obtaining shareholder approval despite shareholder activist objections to the plan.
Representation of regional healthcare facility in securing a $30MM credit raise for a building expansion.
Represented the borrower in negotiations for the refinancing of two mixed-use skyscrapers in downtown Detroit.
Represented the developer in negotiations with the city of Detroit for a multi-acre residential development along the Detroit Riverfront.
Lead counsel to municipality in the offering and sale of a former NFL stadium and concert venue. Services included preparation of RFP and analysis of responses and proposals, coordinating proposal review process, and negotiating deal terms.
Represented some of the largest developers of wind energy projects in the U.S. to assemble or acquire necessary acreage for utility-scale projects in 12 states. In several cases, we were able to cause simultaneous agreement among a major project developer and up to 80 landowners.
Assisted in the purchase of a NBA franchise valued at over $400MM, including review of real estate issues, organizational structure, financing, and interfacing with local government.
Represent franchisors in connection with state administrative inquiries regarding alleged franchise law violations.
Lead counsel to a European bank in the foreclosure upon, leasing, and subsequent $50MM sale of a luxury hotel/casino property located in Lake Las Vegas, NV (listed in the top 5 largest S. Nevada real estate deals in 2012).
Represented Republic of Ireland domiciled Croatian sports betting kiosk company in their sale to a San Francisco based private equity firm. We were responsible for working with European counsel on local licensing and formation issues, negotiating the purchase agreement with the buying entity and negotiating exit packages for the selling executives.
Acted as interim in-house general counsel for 12 months for Big Boy Restaurants International, a regional family restaurant franchisor, in matters such as advising, directing, and handling the legal aspects of franchising, leasing, construction, employment, insurance, property sales, trademark, and various other day-to-day legal matters as they arose.
Led sale of niche textbook publisher to international publishing house.
As counsel to regional, national, and international franchise companies, we regularly prepare and update franchise disclosure documents and assist them in maintaining related state registrations.
Consult with franchisors to help them develop strategies for preparing financial performance representations.
As associate member of International City/Counties Management Association, developed whitepaper and lobbying strategy utilized to defeat effort to federalize cable franchising.
Assist start-up and emerging franchise brands in preparing their franchise offering documents and in complying with their legal obligations.
Negotiate and prepare agreements on behalf of franchisors, including franchise agreements, multi-unit development agreements, area representative agreements, confidentiality and non-compete agreements.
As general counsel for a publicly traded Chicago based multi-national technology and services company, we were responsible for negotiating and documenting transactions providing $350MM in venture capital financing to more than 30 entities between June 2000 and July 2001. We lead the acquisition of more than 25 entities between October 2000 and August 2002, including the stock-for-stock acquisitions of seven public companies and the acquisition of assets from the bankruptcy estates of two public companies. We were also responsible for SEC compliance, board counseling, and managing an approximately $3MM annual legal budget.
Co-counsel on $186MM portfolio CMBS loan involving properties in several states, including negotiation and drafting of a master loan agreement, notes, cross-collateralization agreement, mortgages, and other security instruments.
Lead attorney for the acquisition, development, and lease-up of both phases of a large office and research complex in Novi, MI.
Lead attorney in the development and sale of numerous business site condominium parcels at Silver Lake Village in Fenton, MI, involving national retailers Home Depot and Sears (Hardware).
Defended a major automotive company in an EPA criminal grand jury investigation for alleged discharge of contaminated coolant into the local municipal wastewater treatment plant. After four years of investigation, the DOJ and EPA's Criminal Investigation Division closed their investigation without indictment or criminal liability to the company.
Acted as general counsel to a public company, Chateau Communities, Inc., addressing a majority of all corporate and commercial issues including insurance issues, company service contracts, joint ventures and co-development agreements, and property management issues.
Served as general counsel to an international energy holding company with investments in distribution utilities, non-utility power generation, long-haul pipelines, and oil and gas E&P. In that capacity, we represented the company in the acquisition of more than $5B of interstate pipeline and power generation projects.
Review, analyze, and negotiate franchise agreements on behalf of prospective franchisees.
Represented telecommunications companies in supervising division activities related to the transfer of over $100B in cable franchises.
Lead attorney in acquisition of $85MM and $32MM real estate portfolios involving multiple operating manufactured housing communities throughout the U.S.
Lead attorney for the due diligence into all property matters in connection with lead up to and eventual initial public offering of the multi-state manufactured housing community owner/operator, Chateau Properties, Inc. (n/k/a Chateau Communities, Inc.) and its subsequent merger with a comparable REIT, ROC Communities, Inc. and its real estate holdings.
Lead counsel for the privatization and sale of a municipally owned hospital and health care operation, including organizing and participating in excess of 40 public town hall meetings, structuring of privatization, preparing documents, and coordinating with municipal bond counsel and investment bankers.
Lead counsel representing the Pennsylvania Department of Environmental Resources in a civil action against Ashland Oil Company for the collapse of its oil storage tank, which resulted in the discharge of over 750,000 gallons of petroleum into the Monongahela River. The resulting penalty of $2.25MM was the largest civil penalty obtained at that time under the statute.
Lead counsel representing the Pennsylvania Department of Environmental Resources in a civil action against Ashland Oil Company for the collapse of its oil storage tank, which resulted in the discharge of over 750,000 gallons of petroleum into the Monongahela River. The resulting penalty of $2.25MM was the largest civil penalty obtained at that time under the statute.
Represented a regional bank holding company in the conversion of common trust funds to proprietary mutual funds. Numerous ERISA compliance issues were presented, including regulators' assertion of prohibited transactions with respect to the common trust funds and to all retirement plan investments. In addition to the successful conversion, regulatory agencies withdrew all assertions of prohibited transactions.
Served as outside general counsel for international gift card fulfillment distributor meeting many years of business challenges including acquisition of UK subsidiary, data breach management, cybersecurity and privacy law compliance guidance leading to successful $25 million private equity sale transaction in 2018.
Represented regional multi-clinic veterinarian practice in several corporate restructurings leading to national roll-up in $30 million debt/equity finance transaction.
Counsel to first time sell-side owners of clinical drug trial management company in reverse triangular merger transaction to publicly traded acquirer.
Counsel to first time sell-side owners of regional industrial tools distributor including tax-free reorganization and $12 million sale to private equity buyer.
Structured, negotiated, and draft for multi-party joint venture to consolidate and transition $510 million of professional employer organization business.
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