Experience
Initial Public Offering
Acted as underwriter's counsel in initial public offering for restaurant.
International Joint Venture Formation
Represented the client in establishing a joint venture with a Canadian firm by means of a license of intellectual property combined with an equity option agreement.
Joint Venture Formation
Served as U.S. counsel to a German company in the establishment of a U.S. joint venture with a U.S. provider of audio-visual systems for cruise ships.
Merger
The Firm provided advice with respect to the Ohio insurance, security, and corporate law requirements applicable to a $2.7 billion merger of insurance companies.
Merger; Stock Purchase; Initial Public Offering
Simultaneous "roll-up" acquisition of seven different CAD/CAM resellers in cash/stock mergers funded by an initial public offering.
Mezzanine Debt Financing
Represented industrial baking company in receipt of mezzanine debt/warrants funding package.
Private Offering of Oil and Gas Drilling Interests
Represented the promoters in the private placement of at-risk drilling interests for Ohio oil and gas.
Private Offering of Oil and Gas Drilling Interests
Represented the promoters in the private placement of at-risk drilling interests for Ohio oil and gas.
Private Placement
Represented a development stage software company in a series of private equity transactions.
Public Debt Call
Represented the issuer of publicly-held debentures in a call and redemption transaction.
Recapitalization
Represented registered investment advisor in recapitalization transaction.
Roll-Up Acquisition
Five simultaneous acquisitions of independent, competing ambulance services utilizing various structures (stock purchase, merger, stock exchange) to optimize tax consequences and private placement of equity securities to obtain necessary funding.
Sale of Assets
Represented seller in $9,000,000 sale of lottery.com URL and business to U.K. purchaser.
Sale of Company
We represented Huffy Corporation in the sale of Washington Inventory Service.
SBIC Venture Capital Fund Formation
Represented the founders of a venture capital fund in the formation of the fund.
Secondary Public Stock Offering
Acted as issuer's counsel in secondary public offering.
Stock Exchange
Acquired complementary Internet-based business by stock exchange.
Stock Exchange
Represented the purchaser in the $20,000,000 acquisition of a competing chain of vision correction centers.
Stock Purchase
Represented a publicly-held provider of engineering design software in the cash stock purchase of a data management software company.
Stock Purchase
Represented publicly-held provider of engineering design software in acquisition of competitive product data software company for cash
Stock Purchase
Parties to corporate litigation settled their suit through partial sale, partial spinoff of key property in a stock purchase transaction.
Stock Purchase
Represented purchaser of proprietary "virtual paper" developer.
Stock Purchase
Represented the management team of a family-owned corporation in a management buyout from the family using third party private equity funding.
Stock Purchase
Represented the publicly-held purchaser of a Canadian venture-funded software company.
Stock Purchase
Unwinding of a previously-established joint venture through the negotiated buy-out of joint venture party.
Stock Purchase for Cash
Leveraged management buyout (LBO) of company from parent corporation.
Stock Purchase for Cash
Purchase of competitive product data software company.
Stock Sale
Represented public company in the sale of an $8,000,000 non-core Canadian software subsidiary to Canadian purchasers.
Stock-for-Stock Merger
Product line fill-in by means of tax-free all stock merger.
Stock-For-Stock Merger
Sale of publicly-traded company to another publicly-traded company in registered S-4 transaction.
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