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Business Transactions (M&A/Private Equity)

• Mergers and Acquisitions/Joint Ventures

• Private Equity, Debt and Venture Capital

• PIPEs, SPACs and other Alternative Investments

We advise our clients on these deals in a wide variety of business sectors, including investment management (on which we publish the IM Deals® blog), financial services, shipping and transportation, consumer goods, media, trade publishing and exhibitions, distribution, software and technology, retail and manufacturing.  Many of the matters we handle are cross-border, involving inbound or outbound investments with parties around the globe.

Recent Group Accomplishments

Our attorneys work closely with our clients to provide legal skills and counsel in structuring, negotiating and consummating these transactions.  The corporate attorneys leading these deals are assisted by the firm’s other practice areas to address issues involving taxes, securities laws, employment and benefits, antitrust, intellectual property, real estate, environmental and other government regulations.  This integrated approach allows us to handle significant legal issues quickly, skillfully and effectively on all business transactions, large and small.  For middle market transactions, the depth of our team and the senior-level staffing we commit gives clients responsive, high-end service.

 
View Representative Transactions Lists For:

Investment Management and Broker Dealer Transactions

Shipping Transactions

Media, Information and Marketing Transactions

Sell-Side M&A Transactions

Mergers and Acquisitions

Mergers and acquisitions (“M&A”) constitute a significant part of the firm’s Business Transactions practice.  The Legal 500 recommends Seward & Kissel among the firms ranked in its middle market M&A category, stating that the firm's "transactional practice is particularly well recognized within the two industries where the firm has an international reputation for excellence, namely investment management and shipping.  The firm knows the middle market and its odd nuances very well, say clients, but is equally comfortable and able in transactions involving corporate and financial buyers.  It offers great value for a New York City-based firm and its industry knowledge in the investment management space for an M&A deal is unparalleled.  For other clients, the practice's dedication to the client is what makes the difference."  Chambers USA ranks the firm Highly Regarded for Corporate/M&A, stating that “Seward & Kissel offers talent in midmarket M&A, as demonstrated by its many deals for investment management clients. Benefiting from the firm’s impressive shipping finance practice, the New York corporate group also attracts impressive mandates in the world of shipping.” The firm was named a finalist for ACG New York’s 2012 Law Firm of the Year award and for M&A Advisor’s 2012 M&A Law Firm of the Year award, and is the winner of M&A Advisor’s 2008 Law Firm of the Year Award.  In addition, Partner Craig Sklar was named as one of the Ten Rising Stars of Private Equity and M&A Law by Institutional Investor News.  Counsel Nick Katsanos and associate Meir Grossman were also named “Rising Stars” by New York Super Lawyers, and M&A Advisor selected Nick Katsanos for its 2012 40 UNDER 40 Recognition Awards. 
  
                    View M&A Rankings/ Independent Commentary

Our attorneys involved in this practice are experienced in all aspects of purchase, sale, merger and other M&A transactions, including structuring, financing, due diligence, contract negotiation and closing.  Our transactional work involves all types of business combinations and related financing transactions involving domestic and foreign privately-held and publicly-traded companies, including:

• taxable and tax-free acquisitions and dispositions of the equity and/or assets of all types of business entities;
• management and other leveraged buyouts, including “going private” transactions;
• representation of investment advisors in connection with their acquisitions of other investment advisors; and
• joint ventures, seed capital arrangements and strategic alliances.

The firm provides the complete range of services necessary to assist our clients efficiently in achieving their goals in connection with their mergers and acquisitions and other business combinations.  In doing so, we coordinate our efforts with other advisors to our clients, including investment bankers, local or foreign counsel, accounting firms and other business consultants.

Private Equity, Debt and Venture Capital

The Business Transactions Group routinely represents investors, hedge funds and private equity funds in private equity, debt and venture capital transactions.  We also represent issuers in a variety of industries in connection with these types of transactions.  Our attorneys possess the expertise, experience, and resources necessary to advise and represent our clients through all phases of their investment cycle.  We are typically involved in all aspects of such transactions, ranging from assisting clients during due diligence, drafting and negotiating letters of intent and confidentiality agreements, forming investment vehicles and drafting and negotiating the various transaction documents.  The companies in which the firm’s private equity clients invest represent a wide range of industries and include entrepreneurial start-ups and mature companies, both publicly traded and privately held.  We have represented lead investors as well as co-investors and follow-on investors in various financing rounds.  Our advice to our clients combines our broad expertise in corporate, securities, tax, ERISA and intellectual property matters.  Among other things, we typically provide counsel and advice in private placement transactions with respect to:

• term sheets and letters of intent;
• common and/or preferred stock or note purchase agreements and related warrants;
• organizational documents, including articles of incorporation, bylaws and certificates of designation, outlining the terms of the securities being offered, including dividend rights, liquidation preference, voting rights, conversion rights, anti-dilution provisions, redemption rights, and other protective covenants;
• registration rights and/or investor rights agreements;
• shareholder and/or other voting agreements, including transfer restrictions, preemptive rights, rights of first refusal, tag-along or co-sale rights and drag-along rights; and
• stock option plans and employment agreements, non-competition agreements and confidentiality and proprietary information agreements.

Private Investments in Public Equity (PIPEs), Special Purpose Acquisition Companies (SPACs) and other Alternative Investments

The Business Transactions Group represents a variety of investors and micro, small and mid-cap companies in both domestic and international Private Investments In Public Equity (PIPEs) and related alternative investment transactions, including Special Purpose Acquisition Companies (SPACs).

We were ranked by PlacementTracker as the 3rd most active legal counsel to investors in the PIPE market in 2010 based on the number of PIPE transactions we handled during the year and also the 3rd most active based on the dollar value of PIPE transactions completed in 2010.


View Representative List of PIPEs Transactions

Adding value at every stage of a transaction — whether pre-deal, at closing or anywhere in between — our knowledge of the law is only the beginning.  Having represented clients on all sides of transactions, we understand the needs and concerns of all parties involved and are able to quickly and efficiently work to solve problems that often times make the crucial difference in closing a deal.

While we are committed to providing superior legal services, we also act as strong business advisors to our clients to help them achieve the next level of growth for their businesses.  Over the years, we have developed a strong network of funding sources and service providers which many of our clients have used to complete successful transactions.  In addition, our extensive relationships and ongoing dialogue with the SEC, FINRA and the various stock exchanges allow us to often resolve complex issues quickly and effectively.