Mergers and Acquisitions
Taft’s Mergers and Acquisitions practice guides private companies, public companies, and financial sponsors through some of their most demanding and complex business transactions. Our lawyers annually navigate billions of dollars of domestic and cross-border transactions in myriad industries. Utilizing a multi-disciplinary approach, we are able to bring the breadth of our collective experience to bear on our clients’ most sensitive and time-constrained transactions.
Our core M&A team, working with subject matter specialists in real estate, intellectual property, tax, antitrust, and other areas of the law, regularly work with our clients in conducting due diligence of target companies and in structuring, negotiating, and completing negotiated acquisitions and divestitures. Our work begins before a letter of intent is ever signed, continues through the closing, and culminates with advice on post-transactions matters.
Our clients regularly seek our counsel on a variety of complex business transactions, including:
- Leveraged acquisitions and divestitures for private equity funds, venture capital funds, family offices, and independent and other equity sponsors.
- Strategic mergers and acquisitions for private and public companies.
- Public company “merger of equal” transactions.
- “Going private” transactions.
- Hostile bids, tender offers and proxy contests.
- Distressed merger and acquisition transactions.
- Transactions involving ESOPs.
- Debt and equity recapitalizations.
We also regularly represent boards of directors, special committees, and management teams in specific issues affecting them in merger and acquisition transactions.
We represent many notable private equity funds, family offices, and independent sponsors in connection with the acquisition and divestiture of their portfolio companies. Our private equity lawyers have a deep understanding of the private equity market and the unique issues faced by our private equity clients.
Family-owned businesses face unique challenges when looking to partner with private equity investors. Our attorneys help protect value when selling a minority or controlling interest in their businesses, which they have nurtured and grown from start-up.
Distressed companies can be appealing acquisition targets, particularly as add-ons for existing platform companies, since their price is often lower due to the difficulties they face. On the other hand, they can also be very tough to sell, since they usually have significant challenges, including a lack of time to execute the full-blown M&A process, lack of liquidity, pressure from customers and creditors and, sometimes, owners who are “out of the money” and just want to move on to other things.
Taft attorneys who handle distressed M&A matters negotiate with lenders, prospective purchasers and key constituents and assist with the buy/sell process. Our attorneys work closely with accountants and financial advisors to understand the goals of ownership and management and to present options for achieving those goals, including introducing other professionals as needed. We have handled distressed M&A matters in the manufacturing, wholesale and services industries, among others.
Many of our M&A attorneys are recognized in Chambers USA: America’s Leading Lawyers for Business, Best Lawyers in America, and Super Lawyers.
Ranked National Tier 1 in Corporate Law by U.S. News – Best Lawyers® “Best Law Firms"
(2015 - present)
Relationships That Ignite Mobility
BraunAbility has been the world leader in wheelchair accessible vehicles and wheelchair lifts since its founding 50 years ago. When an investor pursued an acquisition, BraunAbility turned to Taft to facilitate a successful acquisition and collaborate on the future growth of the brand.
- Special counsel to Duke Realty Corporation (NYSE: DRE) in connection with its $23 billion acquisition by Prologis, Inc. (NYSE: PRD).
- Counsel to Hammond, Kennedy, Whitney & Company, Inc., the largest private equity firm in Indiana, on over 100 acquisition, sale, finance and recapitalization transactions ranging from $5 million to $350 million.
- Counsel to BraunAbility, a world leading manufacturer of wheelchair accessible vehicles and wheelchair lifts, in its sale for $425 million to Patricia Industries.
- Counsel to Availity, LLC, the nation's largest real-time health information network, in connection with its equity recapitalization lead by private equity firm Francisco Partners.
- Counsel to Availity, LLC in the closing of a five-year, $200 million senior secured revolving credit facility.
- Counsel to RoundTower Technologies, a provider of data center infrastructure, converged platforms, cloud automation and orchestration, DevOps, data analytics, and cyber security, in an acquisition with AHEAD and Kovarus, resulting in a business with over 1,000 employees and $2.1 billion in gross revenues.
- Counsel to a group of minority owners of a film production and talent management company in connection with the company’s sale of a 50% interest to a Silicon Valley investment fund for in excess of $110 million.
- Counsel to a leading auto auction company in connection with its sale to create the largest independent group of wholesale auto auctions in the U.S.
- Counsel to one of the largest Illinois Terminal Operators in the sale of all of its equity to an industry-leading gaming company for an excess of $100 million.
- Counsel to Emmis Communications Corporation in its acquisition of the sound masking business of Lencore Acoustics Corporation.
- Counsel to Calumet Specialty Products Partners, L.P., a leading independent producer of hydrocarbon and fuels products, in the sale of a division of its business for $84 million.
- Counsel to Allison Transmission, Inc. in its acquisition of Walker Die Casting Inc. and C&R Tool & Engineering Inc. for a combined $103 million.
- Counsel to one of the country’s largest recreational vehicle manufacturers in its acquisition of the key strategic assets of one of its direct competitors.
- Counsel to a NASDAQ listed biotechnology company in the purchase of intellectual property from two pharmaceutical companies in consideration for up to 70% of the stock of the company.
- Counsel to a manufacturer of solutions for filtering hydraulic and lubrication fluids in the sale of all of its equity to a large public company.
- Counsel to Derby Pluto Holdings LLC in its acquisition of a bottling facility. Taft also provided counsel regarding senior and mezzanine lending facilities.
- Counsel to Profill Holdings, LLC, in its sale of TSC Apparel, LLC, a national distributor of sportswear apparel, to CenterGate Capital.
- Counsel to Willoughby Supply Company, a family owned commercial roofing supply distribution company, in its sale to SRS Distribution, McKinney, TX, a roofing distribution holding company.
- Represented quasar energy group, llc in connection with the sale of two bio-digester facilities in New York to Generate Capital, headquartered in San Francisco, Calif. The bio-digester facilities take organic waste, covert it into electricity and then resell the electricity on the grid to public utilities.
- Represented Celsee, Inc. in its sale to Bio-Rad Laboratories, Inc.
- Represented Detroit snack maker, Kar’s Nuts Products, in its acquisition of Morley Candy Makers, parent of chocolate and caramel sauce icon, Sanders.
- Represented a consumer products company in connection with its acquisition of a portfolio of businesses with an aggregate purchase price of over $57 million.
- Represented a home improvement and repair business in its $70 million sale to a private equity firm.
- Represented Buddy’s Pizza in its recapitalization with private equity firm, CapitalSpring.
- Represented Virginia Candle Company (Smith Mountain Industries) in a $100 million sale to Newell Brands.
- Represented a private equity sponsor in connection with its sale of a platform business for over $300 million.
- Represented a private equity sponsor in connection with the acquisition of food distribution and restaurant supply business.
- Represented a precision components manufacturer in connection with the acquisition of more than 18 businesses in a 7-year period across multiple industry sectors, including automotive, aerospace, and medical.
- Represented large-scale manufacturing business in a sale to a family office-backed buyer.
- Represented Sun Communities, Inc., a publicly-traded REIT that owns and operates hundreds of manufactured home communities in the U.S. and Canada, in numerous acquisitions, including its 2016 acquisition of the Carefree communities for $1.68 billion and its earlier $1.3 billion acquisition of the Green Courte communities.
- Represented a family office in its initial acquisition of a platform business and numerous follow on acquisitions.