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Counseling businesses and key stakeholders on growth and exit strategies to maximize returns and mitigate risks.
Kean Miller provides strategic guidance and comprehensive services through every stage of the merger and acquisition process, from initial strategy to post-acquisition integration. Our attorneys have counseled clients on transactions across various industries with an aggregated value in the billions of dollars. We utilize our extensive experience with asset purchases and sales, joint ventures, buy-outs, consolidations, stock and equity purchases, and other acquisition and divestiture strategies to help clients achieve their business objectives while mitigating risks. We often provide advice to our clients concerning federal and state tax structures, intellectual property and trade secrets, restrictive covenant agreements, insurance, corporate governance matters, compliance issues, and disputes in connection with transactions. We also have experience assisting clients with complex divestitures and acquisitions of distressed businesses of all sizes, and in transactions involving bankruptcy and business reorganization factors.
We frequently work with members of the energy, manufacturing, adverting, industrial services and supplies, healthcare, entertainment and hospitality, retail, technology, and construction sectors to develop their operations and assets through strategic purchases, partnerships, and divestitures. Our tailored legal services can include providing advice and assistance with due diligence and risk identification, financing, structuring, negotiation, regulatory compliance, real estate, and post-acquisition support. Our client-first approach is reflected in our long-term relationships with some of the largest companies in the world and leading regional and community businesses.
Representative Experience
- Representation of the largest commercial fishing company in South Africa in its $382 million acquisition of a processing plant in Empire, Louisiana and a 25% stake in the fishing operation.
- Representation of a purchaser in the acquisition of a Texas-based environmental engineering services company through the acquisition of LLC membership interests to acquire the general partner and LP partnership interests to acquire the limited partner.
- Representation of regional optometrist practice in its sale to national private equity portfolio.
- Representation of national beauty care products distributor in its sale to national consumer goods distributor firm.
- Representation of an e-commerce platform and affiliated BBQ grill manufacturing entity in a joint sale of businesses to a private equity group.
- 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 $458 million to $250 thousand.
- 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 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. 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.
- 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 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.