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Mergers & Acquisitions

LeClairRyan’s Mergers and Acquisitions team is comprised of attorneys with extensive legal and business experience in small, middle-market, and large transactions, including mergers, stock or asset purchases, and leveraged buy-outs. We represent domestic and international buyers and sellers, both public and private, in a broad range of transactions encompassing virtually all industry groups. Our approach in representing clients is team-oriented, drawing on the substantive experience of attorneys in other practice areas as necessary, including attorneys in securities, tax, real estate, employee benefits, labor and employment, bankruptcy, international, intellectual property, environmental and administrative law practices. We will work closely with management, from start to finish, assisting in all aspects of a transaction, including:

  • Making client introductions to potential service providers, investment bankers, lenders and other strategic partners
  • Providing advice on and developing of transaction structures with business objectives in mind
  • Negotiating and drafting of transaction terms and letters of intent
  • Assisting in due diligence investigations and advising on substantive issues that may arise in the course of such investigations
  • Drafting and negotiating of the terms of transaction documents
  • Closing the transaction
  • Performing various post-closing functions as related to the transaction, including making all necessary state and local government filings
  • Providing post-closing advice for buyers on ongoing operational matters and for sellers on tax and estate planning strategies

LeClairRyan has been recognized as one of the top corporate and M&A firms by Chambers USA: America’s Leading Business Lawyers and one of the top corporate law firms by Corporate Board Members Magazine.

REPRESENTATIVE TRANSACTIONS

Our attorneys have represented businesses in virtually all industries, including financial institutions, manufacturing, retailing, utilities, service-based and technology companies, and collectively closed more than 500 transactions. Recent representative engagements include:

  • Represented technology development company in connection with the sale of substantially all of its capital stock to a strategic buyer.
  • Represented multibillion-dollar privately held Canadian consumer products company in $20 million stock acquisition of a U.S.-based competitor.
  • Represented industrial concern in $35 million sale of assets of multiple related entities to publicly held Australian strategic buyer.
  • Represented leading provider of corporate identity uniform programs in connection with $660 million strategic stock disposition by the company’s sole shareholder, a UK-based buy-out group.
  • Represented buyer in multimillion-dollar acquisition of manufacturing facility in the midwestern U.S. from a Netherlands-based holding company and its U.S. subsidiary, including the negotiation of related service and long term supply agreements with the seller, a license agreement with its Italian affiliate, and debt acquisition financing generated from the issuance of state economic development bonds and a secured line of credit.
  • Represented utility in connection with $150 million sale of electric generating facility assets in Central America.
  • Represented petroleum company in connection with $65 million purchase of petroleum, propane and transportation assets of Northeast U.S. seller.
  • Represented selling shareholders in $131 million sale of U.S. manufacturer of concrete pipe and other concrete products to UK public company.
  • Represented parent company in disposition of stock of German manufacturing subsidiary. Represented financial institution in $1.2 billion acquisition of its stock by competitor.
  • Represented large, regional propane company in connection with its acquisition of the assets of a Maine-based propane company.
  • Represented parent company in sale of stock of Brazilian manufacturing subsidiary.
  • Represented investor group in connection with $150 million acquisition of assets of electric generating facilities.
  • Represented UK public company in its sale of a U.S. subsidiary engaged in xeno-transplantation research and other areas of biomedical work.
  • Represented parent company in sale of assets of manufacturing subsidiary for $25 million.
  • Represented closely held, Virginia-based provider of clinical management and pharmacy cost containment services in the sale of its stock to the subsidiary of a Fortune 500 company for cash in the amount of $23 million, plus additional contingent payments of up to $17 million.
  • Represented large, regional propane company in connection with its acquisition of the assets of a central Pennsylvania based propane company and its two subsidiaries.
  • Represented Japanese chemical enterprise in its purchase of assets of a specialty chemical business in the U.S.
  • Represented financial institution in $75 million acquisition of stock of competitor.
  • Advised investment bank in connection with $90 million sale of manufacturing business, including structuring junior subordinated debt taken by investment bank.
  • Represented utility in connection with $200 million acquisition of assets of mid-Atlantic U.S. electric generating facilities.
  • Represented privately held acquisition company in $30.2 million stock acquisition of an Alabama-based trucking company operating in the southeastern U.S. and related $4 million private placement and revolving and term loan credit facility.
  • Represented seller of stock to multinational corporation in exchange for $20 million in cash and earn-out.
  • Represented purchaser in $7.75 million purchase of multifamily property in North Carolina and related mortgage loan, mezzanine loan, and equity investment.
  • Represented U.S. research and development company in tax-free reorganization with publicly held UK acquiror.
  • Represented propane company in connection with the $6 million sale of its assets to a large, regional propane company.
  • Represented buyer in connection with $60 million acquisition of consumer products company and related acquisition financing.
  • Represented NYSE-listed healthcare products company in connection with its $25 million acquisition of stock of target and related financing.
  • Represented business services company in sale of stock of publicly traded company for $18 million in cash. 
  • Represented selling shareholders in “roll-up” sales of more than $20 million of retirement plan administrators to public pension service company.
  • Represented consumer products company in sale of assets to publicly held buyer for $50 million in cash.
  • Represented NYSE-listed healthcare products company in connection with disposition of its outstanding shares in a $225 million cash transaction.
  • Represented buyer in connection with acquisition of the assets of California manufacturer of bath and beauty products.
  • Represented local propane company in connection with its acquisition of the assets of a Virginia based propane company.
  • Represented management in its multimillion-dollar buyout of nationally recognized technology services firm.
  • Represented selling shareholders in all aspects of the multimillion-dollar sale of a mid-Atlantic U.S. accounting firm to a national U.S. accounting firm, including negotiation of executive employment agreements and earn-out agreements between shareholders and buyer.
  • Represented leading student loan consolidator in connection with $165 million acquisition of its stock by New York-based private equity fund.
  • Represented value-added aerospace silicone product manufacturer, a subsidiary of a publicly held Canadian company, in purchase of assets of a Chapter 11 debtor/manufacturer of commodity silicone and organic rubber products.
  • Represented NYSE-listed healthcare products company in connection with its $30 million acquisition of stock of target and related financing.
  • Represented European-based wealth management firm in the formation of a British Virgin Islands company, the sale of equity in the BVI company, and the investment by the BVI company in a U.S. venture capital fund.
  • Represented selling shareholders in all aspects of the sale of the assets of a national information technology services company, including negotiation of executive employment agreements between shareholders and seller.
  • Represented financial institution in $30 million acquisition of stock of competitor.
  • Represented strategic branding and consulting company in its acquisition of division of national publishing and packaging company and in its capital raise to fund the acquisition.
  • Represented buyer in connection with $40 million acquisition of consumer products company and related acquisition financing. 
  • Represented majority shareholder in $35 million tax free stock exchange with publicly held buyer.
  • Represented financial institution in connection with $190 million merger with competitor.
  • Represented selling shareholders in sale of water company to public energy company.
  • Representing seller environmental entity in $80 million stock sale.
  • Represented buyer in connection with $15 million acquisition of consumer products company and related acquisition financing. 
  • Represented buyer in connection with $85 million acquisition of banking assets.
  • Represented seller in acquisition by publicly held strategic buyer in exchange for $23 million in cash, equity, and earn-out.
  • Represented purchaser in “roll up” acquisitions of retail optical shops in mid-Atlantic U.S.
  • Represented buyer in $4.8 million acquisition of marina business and real estate, including in connection with the buyer’s formation, lender financing, and equity raise.
  • Represented selling shareholders in all aspects of the sale of investment bank. 
  • Represented online shoe retailer in $5 million reverse triangular merger with leading online provider of bags and accessories. 
  • Represented information technology consulting firm in $1 million sale to mid-Atlantic consulting firm and management group.
  • Represented regional, commercial fire detection systems company in $5.5 million reverse triangular merger with subsidiary of publicly held international ATM machine and commercial security systems company.
  • Represented minority member in purchase of majority member’s interest in regional sports marketing company.
  • Represented manufacturer in secured loans from state agency and regional industrial development authority.
  • Represented purchaser in $6.8 million acquisition of multifamily property in North Carolina and related mortgage loan and equity investment.

LeClairRyan's Mergers and Acquisitions team is made up of attorneys in our Corporate Group and includes attorneys in our Venture Capital for Companies; Emerging Companies General Counsel; Trademarks, Copyrights, Intellectual Property and Technology; Information Technology and Software; International Law; Directors and Officers; and Business Succession practice areas.

Contact

  • 804.343.4388