Experience
Counseled Client Through a $350 Million Asset Acquisition
We were counsel to a client on a $350 million-plus acquisition of mining assets and reclamation liabilities in Kentucky, West Virginia, Virginia and Tennessee.
Family office services
Edward Cunningham has been providing family office services to families for many years. His services include estate planning, trust and estate administration, tax return preparation and planning, bill paying, reporting, document management, succession planning, and much more. This service often fulfills a family’s desire to have a “one-stop-shop” for all of the family’s needs.
Sale of automobile dealership
We served as counsel in the sale of an automobile dealership and associated real estate, having a combined deal value of approximately $10 million. Our work included significant negotiations and drafting of all transaction documents, including purchase agreements, assignments, and deeds.
Two separate acquisitions of coal operators out of bankruptcy
We served as counsel for a coal mining company in two separate acquisitions of coal operators out of bankruptcy having a combined deal value of more than $50 million. Those transactions involved significant coal reserves, coal leases, equipment, coal loadout and processing facilities and permits. Our work included extensive negotiations, due diligence, and drafting numerous documents to close both transactions, including purchase agreements, assignments, royalty agreements, deeds, leases, security agreements, mortgages and various court filings.
Acquisitions of commercial and residential refuse businesses
We served as counsel for a refuse business in several acquisitions of commercial and residential refuse businesses, having a combined total value in excess $10 million. Our work included negotiating and drafting all documents necessary to close the transactions, including purchase agreements, non-competition agreements and employment agreements.
Counsel to corporation’s divestiture of subsidiaries
We served as counsel for a corporation’s sale of assets of two subsidiaries engaged in the galvanizing businesses having a combined deal value of approximately $10 million. Our work included extensive negotiating and drafting all documents necessary to close the transactions, including purchase agreements, deeds, assignments, non-competition agreements and employment agreements.
Counsel to surviving coal mining company in merger
We served as counsel for the surviving company in the merger of two coal mining companies, having a total deal value in excess of $50 million. Our work included several months of due diligence review of numerous deeds and leases and other items and drafting of all documents in connection with the merger.
Counsel to coal mining company in back-to-back equity purchase and sale
We served as counsel in a back-to-back purchase and sale of a 100% equity interest in a company valued at approximately $35 million.
Implementation of a $35 million credit facility
We served as counsel for a company with respect to a $35 million credit facility with a regional bank. Our work included negotiation and drafting of various loan documents and security agreements.
Counsel on sale of fast food restaurants and associated real estate
We served as counsel in the sale of 12 fast food restaurants and associated real estate, having a combined deal value of approximately $10 million. Our work included significant negotiations and drafting of all transaction documents, including purchase agreements, assignments, and deeds.
Counsel in acquisition of equity interest in coal mining company
We served as counsel in the acquisition of a 100% equity interest in a coal mining company, having a deal value of approximately $10 million. Our work included due diligence review and drafting of all transaction documents.
Counsel in acquisitions of assets of heavy equipment business
We served as counsel in the acquisition of a heavy equipment business, having a deal value of approximately $5 million. Our work included drafting of all transaction documents.
Counsel in acquisition of coal mining operations
We served as counsel in the acquisition of various coal leases, equipment, and permits having a combined deal value of more than $30 million. Our work included due diligence review and drafting numerous transaction documents, including a purchase agreement, assignment, royalty agreement, and lease.
Counsel in acquisitions of coal mining operations
We served as counsel in the acquisition of significant coal mining reserves in Eastern Kentucky, leases, equipment, facilities, and permits having a combined deal value of more than $20 million. Our work included due diligence review and drafting of all transaction documents.
Estate planning services
Through the help of a highly-trained team of professionals, we have been able to assist families with their estate planning needs for decades. We have been able to minimize or possibly even eliminate federal estate and gift taxes and state estate and inheritance taxes while achieving family goals.
Counsel on valuing closely-held businesses
For years, we have assisted families and their advisors with valuing closely-held businesses, most often in the context of gift and estate taxes. Our valuations have withstood examination by the Internal Revenue Service and have often lead to tremendous tax savings for our clients and their families.