Our client is a publicly traded company l corporation in the water purification and treatment industry. They were seeking to outsource significant finance and accounting functions to a third-party supplier for the first time. In conjunction with their outside consulting firm, we assisted the client in the full transaction lifecycle, including building out the RFP package, assessing bids and down selecting, dual track negotiations, final business award, comprehensive drafting and negotiation, contract execution and transition period guidance. The core project spanned over four months. This complex outsourcing agreement was comprised of over 50 distinct contract documents, and the services covered over 130 different countries. We worked closely with our client’s finance, IT, procurement and tax teams and directly negotiated with the supplier’s business and legal teams. Given the volume and complexity of the documents, terms and stakeholders, attention to detail, focus and organization was at a premium.  Ultimately, we got the deal closed on favorable terms and stand ready to continue to support the client as appropriate throughout the transition period and following “go-live.”

We provided ongoing commercial contract support services to our client in connection with some of its key customer and subcontractor agreements. A half-day visit to the client’s site to tour the facility and meet key stakeholders along with time familiarizing ourselves with our client’s form documents and contractual “pressure points” was all that was needed to immediately add value in an “outside in-house counsel” capacity. We assisted our client in both RFP-based opportunities as well as closed-loop negotiations of master service agreements with both new and existing customers.

Our client, an automotive component parts manufacturer, made the strategic financial decision to sell substantial real estate holdings valued at approximately $25 million to a REIT and subsequently lease those properties back under a long-term tenancy. We assisted in the drafting and negotiation of the definitive purchase and sale agreement, the master lease agreement and all associated ancillary documents and deliverables. Simultaneously, our firm represented the auto parts manufacturer in an asset-based financing arrangement and a specialty asset financing arrangement, each of which included closing of the sale-lease transaction as a condition. This required careful coordination among multiple practice groups and team members within the firm to ensure these separate but interdependent transactions all came to fruition in sync and under favorable terms for our client.

Principal representative of a major investment bank and Fortune 20 company in an industry-wide group that obtained precedent-setting relief from the SEC that effectively permitted settlement of significant litigation with the SEC and state attorneys general affecting more than $60 billion in securities, Auction Rate Securities -- Global Exemptive Relief.

When Kenny McNutt, Brady Duncan and Jeff Hunt had a dream to open their own craft brewery, they sought legal guidance from Dinsmore. By the time Cincinnati’s MadTree Brewing opened in 2013, our attorneys had already played a significant role in its development – from helping to raise the original capital to structuring and executing loan financing. 

“Dinsmore gives peace of mind and guides us through murky waters,” said McNutt. “They’re reputable, and I always know I get the best answer for the information available at the time.”

Today, Dinsmore serves as MadTree’s outside general counsel, advising on contracts, real estate, trademark, employment matters, securities and other legal needs as they arise.

“They have every facet we need, and they’re super easy to work with,” added McNutt.  “I recommend them whenever anyone asks. They’re trustworthy, really, really good and well worth the peace of mind.”

MadTree was the first modern craft brewery to can its beer in Ohio, and, within four short years, the brewery had grown so significantly they opened an $18 million facility to accommodate larger crowds and increased demand for production. Dinsmore attorneys were with them every step of the way.

We supported a closely-held business with a STEM-oriented bundled software and kit product offering in the sale of all its equity to a private-equity backed buyer. Having worked both with and across from private equity portfolio companies across the country, we were able to bring significant knowledge to bear in terms of process, pain points and “what’s market.”  This helped keep the client grounded and protected from overreach. Closing represented a successful and well-deserved exit for our client’s principals.

In a major technology deal, Dinsmore counseled Lexmark International, Inc., a Lexington, KY manufacturer of laser printers and provider of enterprise software services, in the acquisition of Kofax Limited, a software provider incorporated in Bermuda and headquartered in Irvine, CA. Pursuant to the Merger Agreement, Lexmark paid $11.00 per share in cash to acquire all issued and outstanding common shares of Kofax for a total enterprise value of approximately $1 billion.

“This was a very competitive public bid process,” said Susan Zaunbrecher, Chair of the Corporate Department. “The relationship we’ve built with Lexmark was crucial to how smoothly this acquisition transpired.”

Dinsmore has served as deal counsel to Lexmark in more than 10 transactions, including the acquisition of Perceptive Software, Inc., Lexmark’s first acquisition in the enterprise software industry, and the divestiture of Lexmark’s inkjet business.