Mergers & Acquisitions
We also provide advice on federal tax structure for M&A transactions, entity formations, buy-sell agreements, and closely-held business transactions.
Representative Experience: Large Transactions
- Legal adviser to a publicly-traded outdoor advertising company in its acquisition of more than 5,500 outdoor advertising assets for $458 million.
- Representation of the largest fishing company in South Africa in a $382 million dollar transaction involving the outright purchase of a fish processing plant in Empire, Louisiana and a 25 percent stake in the fishing operation
- Representation of a publicly-traded outdoor advertising company in the $145 million acquisition of all of the stock of a privately held outdoor advertising company and its subsidiaries. As a result of the transaction, the client acquired outdoor advertising assets in more than six states and approximately 75 employees. The transaction was signed and closed on an expedited basis to help achieve the client’s overarching business goals.
- Representation of a FORTUNE 500 healthcare services company in the sale of a Long-Term Acute Care hospital in West Jefferson, Louisiana. Our team handled all corporate, business, and health care regulatory components of the transaction.
- Representation of a public company since its founding in connection with numerous acquisitions of outdoor advertising businesses in 46 states, Canada, and Puerto Rico, including acquisitions of divisions of publicly traded companies and of many privately held businesses, and including stock transactions, mergers, and asset purchases with transaction values ranging from $100 million to $250 thousand.
- Representation of large construction company in the sale of membership interests for $100 million.
- Representation of offshore drilling company in its $45 million acquisition of nearly a dozen offshore drilling units, including coordination of foreign and domestic vessel registry, and application and procurement of various operating licenses, permits, and documentation. This representation included forming a corporate ownership entity and other critical business matters.
- Representation of a global engineering and construction company in connection with numerous acquisitions, joint ventures, and dispositions. This included the sale of assets of various businesses and business units in exchange for cash and the assumption of various liabilities.
- Representation of one of the largest accounting firms in Louisiana in the acquisition of a smaller CPA firm.
- Lead outside counsel in the sale of a styreme-butadiene rubber business unit of a global chemical company to a private equity firm. The transaction took the form of an asset transaction, and involved issues particular to the sale of an on-going industrial business, such as those relating to ERISA, unions, state and local taxes, and environmental regulatory matters.
- Representation of a petroleum company and its shareholders in the sale of all stock to a global service provider. Negotiations focused heavily on terms for escrowing the purchase price to satisfy potential indemnity claims. Further adding to the complexity of the transaction were issues relating to foreign ownership of assets and filing under the Hart-Scott-Rodino Antitrust Improvements Act.
- Representation of worldwide energy and chemical company in its two-stage acquisition of a plastics plant.
- Representation of a home health firm in connection with the acquisition of a home health and hospice agency from a regional hospital.
- Representation of a purchaser in a multi-million dollar stock sale and acquisition of a Louisiana waste disposal company and a waste treatment facility by a Canadian company.
- Representation of a purchaser in a $50 million asset sale and acquisition of an Alabama sawmill by a Louisiana company.
- Representation of Louisiana food company in the sale of the assets of the Clinton-based company to a New Iberia-based corporation. The multi-million dollar transaction included unique intellectual property, trademark, and copyright negotiations, as well as complex valuations of the nationally distributed marinade maker.
- Representation of a global energy company in the preparation of the purchase agreement and closing of the acquisition of a $595 million refinery in Chalmette, Louisiana.
- Representation of a cafeteria chain in the preparation of acquisition documents and due diligence in connection with its $35 million purchase of a restaurant chain.
- Representation of a national department store chain as Louisiana counsel in its acquisition of a sixteen-store department store chain and the subsequent formation of a national credit card bank.
- Representation of numerous doctor groups, physician practices, specialty labs, and clinics in the acquisition of similar practices.
Representative Experience: Small Transactions
- Representation of a business owner in the sale of stock and membership interest in a Louisiana reprographics firms and a real estate concern to a co-owner for over $1 million.
- Representation of local real estate brokerage firm in the acquisition of the assets of another brokerage firm. Our representation included negotiation of the purchase agreement, preparation of employment agreements with key employees, and negotiation of the transfer of intellectual property rights.
- Representation of the owner of a specialty clothing and accessory chain in the acquisition of its assets and e-commerce operations by a national sports business.
- Representation of owners in the sale of ownership interests in various restaurants, bars, and nightclubs.
- Representation of owners in the sale and acquisition of aircraft, vessels and, motor vehicle fleets.
- Representation of a regional meat processing company in connection with acquisition of multi-million dollar food processing facility.
- Representation of a large new car dealership in the acquisition of another dealership, and in acquisitions of real estate.
- Representation of an industrial services contractor in the acquisition of a business by a domestic competitor. The transaction included various successor liability issues.
- Representation of numerous individuals and small businesses in connection with acquisitions and divestitures of their respective businesses.