Practice

Private Equity Transactions

Informed perspective and superior results

We provide representation across the full spectrum of private equity transactions and are well known for our approach. We are skilled deal makers and practical, effective negotiators - tough when necessary, but always focused on the best outcome for our clients. We know what is “market” and understand when to seek improvements of offered terms. 
 

We emphasize lean, efficient and responsive teams headed by skilled practitioners who remain fully involved in transactions and client relationships. We listen carefully to clients and always strive to understand fully our client’s businesses and objectives.

We excel in applying our extensive industry and operational knowledge to deal strategy, including in technology, healthcare, life sciences, real assets, consumer and retail, investment management, energy and cleantech, professional services, education and industrial and manufacturing. Our private equity clients feature the full spectrum of market participants: sponsors, portfolio companies, co-investors, institutional investors, management and buyers and sellers in transactions with private equity firms.

In addition to our M&A expertise, our private equity clients benefit from our tax, debt finance, employment, intellectual property, fund formation and related practice groups to address complicated issues seamlessly and facilitate transactions quickly.

Areas of Focus

Our private equity transaction services include:
  • Buyouts, Add-On Acquisitions and Minority and Growth Investments for Private Equity Sponsors. We assist in the full range of these investment activities, often in collaboration with our Mergers & Acquisitions and Capital Markets practices.
  • Going Private Transactions. We have years of experience assisting clients in addressing the difficult and unique issues that arise when a private equity sponsor acquires a public company.
  • Company Sales by Private Equity Clients. We regularly assist clients in the sale of investment positions, whether in private sales, entire portfolio companies or in public market sales of minority holdings.
  • Company Sales to Private Equity Purchasers. We work to assist clients in the sale of their businesses to private equity purchasers. Our work for private equity sponsors provides us insights in the objectives and approach of purchasers, allowing us to help clients improve the outcome of their transactions.
  • Co-investments. We work with institutional investor clients in co-investments with private equity sponsors. We help navigate the unique and complex economic and governance issues, which often involve delicate negotiations with private equity sponsors.
  • Representation of Managements in Buyouts. We apply our experience to assist management clients in achieving practical favorable outcomes in buyout transactions. Our work covers the full range of ownership, employment, compensation, tax and securities issues that face management in this context.
  • Rollovers by Selling Owners. We assist selling owners, particularly those in management or with large stakes in the target business,  address the complex structural, governance, economic and tax issues that relate to the rollover of their equity.
  • Debt Financing and Leverage. Our debt financing lawyers help clients with negotiating and the relevant complex documentation involved with material debt financing and leverage. We also work with our private equity lawyers to position the debt financing within the capitalization of the transaction.
  • Specialty Due Diligence. We provide specialty due diligence services from our other practice groups for transactions when we are not the primary deal counsel. One of our particular strengths is the ability to provide patent and other intellectual property due diligence support.
  • Recapitalizations, Restructurings and Reorganizations. Our private equity lawyers have structured, negotiated and documented complex multi-tier recapitalizations where the complexity was driven by the business objectives of our clients.

 

Experience

  • Radio and TV equipment manufacturer GatesAir (a Gores Group portfolio company) in sale to Thomson Broadcast 
  • Crane Co. (NYSE: CR), a diversified manufacturer of highly engineered industrial products, in its $800 million acquisition of Crane & Co., Inc. from private equity firm Lindsay Goldberg and other shareholders.
  • Curriculum Associates, a publisher of research-based print and online instructional materials, in a capital partnership with Berkshire Partners
  • Lux Research, a leading provider of intelligence and consulting services, in its acquisition and growth investment by private equity firm Bregal Sagemount
  • CutisPharma, Inc., a specialty pharmaceutical company, in its sale to NovaQuest Capital Management, L.L.C. 
  • International Data Group, Inc. ("IDG") and its operating subsidiaries in the acquisition of an extensive portfolio of venture capital holdings by a consortium of buyers led by China Oceanwide Holdings Group Co., Ltd and IDG Capital Partners
  • Mill Road Capital, a private investment firm,
    • in the sale of 100% of the stock of its portfolio company to GreenSpace Brands, Inc., a publicly traded Canadian company
    • and its portfolio company, Skullcandy Inc., in the $85M sale of Skullcandy’s ASTRO Gaming headset business to Logitech
    • in the take-private acquisition of Skullcandy, Inc., a creator of world-class audio experiences
    • in its acquisition of Mother’s Market & Kitchen
    • in its investment in Noodles & Company, a fast casual restaurant chain and franchisor
    • in its take-private acquisition of fashion creator, R.G. Barry Corporation
    • in its sale of Vision 7, a leading international marketing communications firm with offices in Canada and the United States, to BlueFocus
  • SunSetter Products Limited Partnership, an industry-leading manufacturer of retractable patio awnings and other sun control products, in its sale to Springs Window Fashions, a portfolio company of Golden Gate Capital
  • An institutional co-investor in the acquisition of Planet Fitness franchisees by United PF Partners, LLC, an acquisition entity formed by JLM Financial Partners and Eagle Merchant Partners
  • Conservation Services Group, Inc., the leading provider of residential energy efficiency programs in the U.S., in the sale of substantially all its assets to CLEAResult Consulting, Inc., a leader in providing energy efficiency programs and a portfolio company of General Atlantic.
  • Fortress Investment Group in the acquisition of MicroFinancial Incorporated, a financial intermediary specializing in microticket leasing and financing.
  • An institutional co-investor in the acquisition of Amerijet Holdings, Inc., an international operator of cargo aircraft, by an affiliate of ZS Fund
  • GQ Life Sciences, Inc., a global provider of life science patent search solutions, to Aptean, a portfolio company of Vista Equity Partners
  • EMC Corporation in the sale of its Syncplicity business, which focused on file sharing and synchronization products, to Skyview Capital
  • Global Forest Partners in a joint venture involving the acquisition of all shares of Phu Rieng Kratie Apivath Caoutchouc Co., Ltd., a Cambodian company
  • MEMSIC, Inc. (Nasdaq: MEMS), a leading MEMS solution provider, in its acquisition by IDG-Accel China Capital II
  • SeraCare Life Sciences, Inc. (Nasdaq: SRLS), a global provider of human diagnostics and therapeutics products, in its acquisition by Project Plasma Holdings Corporation, an affiliate of Linden Capital Partners
  • Crossbeam, a provider of open architecture network security platforms, in its sale to Thoma Bravo
  • Global Forest Partners in the sale of Florestal Vale do Corisco Limitada to Centaurus Holdings.
  • Numeric Investors, a leading manager of private funds, in its multi-tiered leveraged recapitalization financed in part by TA Associates

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