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Overview

With 45+ dedicated attorneys, Calfee’s Corporate and Finance practice group is one of the largest and most prolific in Ohio, handling a significant number of complex and sophisticated business and financial transactions for clients across the country and globally.

Calfee boasts a robust Merger and Acquisitions, Divestitures and Sales practice, annually consummating 60-75 M&A transactions, and led by an active private equity client base and a large roster of public and significant privately held corporate clients. These financial and strategic buyers, coupled with our deep investment banking representations and relationships, drive a thriving and diverse M&A practice at Calfee.

Calfee also has a full range of corporate governance, SEC reporting and compliance, and capital markets services and a wealth of experience representing public companies, including NYSE and NASDAQ-listed issuers. Calfee has represented issuers and underwriters in more than 230 public and Rule 144A offerings since 1981. In addition, Calfee has a strong history, unique in our region, of representing financial services providers such as banks, broker-dealers and investment advisers.

Calfee’s Commercial Lending attorneys represent clients in all aspects of domestic and international transactions, financings and debt structures. We counsel financial institutions and borrowers in analyzing, structuring, documenting, and negotiating all aspects of finance in private, public, syndicated, international, and governmental settings. We also assist companies in developing and structuring the commercial aspects of domestic and international business relationships including development projects, sales, distribution arrangements, and multinational ventures.

Calfee's Public Finance attorneys cover the entire range of governmental borrowings, from routine general obligation bonds and notes of local cities and villages, to projects as complex and unique as the redevelopment of inner-ring suburbs, urban hotels and parking facilities, student housing and sports facilities and the transformation of a large public hospital. The practice encompasses economic development incentives and Public / Private Partnership law services.

Our lawyers serve as bond counsel, underwriter’s counsel, disclosure counsel, issuer’s counsel and borrower’s counsel for a wide variety of public finance transactions.

Differentiators

Calfee Corporate and Finance attorneys are committed to fostering deep and long-standing relationships with our clients. This requires understanding our clients' overall business goals and their specific goals for each transaction and matter we handle. We invest our time developing in-depth knowledge of the industries in which our clients operate to better understand their complex legal and business issues and provide more insightful practical advice.

Finally, in conducting client feedback interviews, we have learned that beyond experience and expertise, Calfee clients value our high level of responsiveness and collaboration (both internal and with our clients), our understanding of clients' risk tolerance levels, and our desire to customize communications to match our clients' unique preferences.

Noteworthy

Chambers USA Band 2 Ranking in Corporate/M&A - Ohio: North

For more than a decade, Calfee has been ranked for Corporate/M&A - Ohio: North by Chambers USA; most recently, Calfee was ranked in Band 2 in 2021.

Chambers USA commentators noted Calfee's Corporate and Finance practice "Draws from an impressive statewide team with a strong track record across a broad range of corporate and transactional matters, acting on behalf of public and private businesses and financial institutions. Areas of excellence include M&A, securities offerings and private equity and venture capital fund formation. [Calfee also] offers notable capital markets expertise, with particular strengths in acting for underwriters." 

A source interviewed by Chambers USA researchers in 2021 said, "They consistently bring strong talent to any situation, operate in a seamless manner and remain calm even under stressful circumstances." Chambers USA also mentioned "A client appreciates the team's 'business-oriented, practical approach.'"

Calfee Firm Chairman, Douglas A. Neary, was ranked by Chambers USA 2021 as an Eminent Practitioner in Corporate/M&A - Ohio: North. Chambers USA commentators noted, "[Doug] combines his position as the firm's chairman with an active corporate practice, where he advises a range of private and publicly held businesses on M&A, financing matters and wider advisory issues." A client attested, "He brings an even-keeled approach and great judgment to bear in matters. He has tremendous people skills and is extremely responsive." Another client said, "He's a smart, sensible attorney with broad corporate experience."

Firm Administrative Partner, Arthur C. Hall III, was ranked by Chambers USA 2021 in Band 3 in Corporate/M&A - Ohio: North. Chambers USA researchers noted, "[Art] is particularly well versed in advising public companies and investors on financing issues and corporate governance matters." A client interviewed by Chambers USA researchers mentioned, "He's a no-nonsense corporate lawyer who is candid and transparent about his client's position and tries to facilitate the transaction." Another client reported, "He's responsive, practical and on point in his advice and work."

Calfee's Senior Chairman, Thomas F. McKee, was ranked by Chambers USA 2021 as a Senior Statesperson in Corporate/M&A - Ohio: North. Chambers USA researchers commented, "[Tom] is considered a trusted adviser to corporate clients on transactional and governance-related issues, most notably on capital markets work. He currently serves as the firm's senior chairman." A client of Tom's was quoted saying, "He's an excellent, well-known corporate adviser with a wealth of experience." Another client remarked, "He has a sterling silver reputation for his experience acting for companies of all sizes."

Partner John J. Jenkins was ranked by Chambers USA 2021 in Band 2 in Corporate/M&A - Ohio: North. Chambers USA researchers stated, "[John] focuses on advising on capital markets matters and M&A, acting for a broad range of businesses, issuers and underwriters." A client interviewed by Chambers USA researchers mentioned, "He takes complicated rules and regulations and makes them simple for clients." An additional client noted, "He's a knowledgeable, respected securities and corporate governance lawyer."

Partner Terrence F. Doyle was ranked by Chambers USA 2021 in Band 4 in Corporate/M&A - Ohio: North. Chambers USA researchers remarked, "[Terry] is held in particularly high regard for his abilities in advising private equity investors on transactional matters, alongside broader corporate work for portfolio companies." A client of Terry's interviewed by Chambers USA researchers commented, "[Terry] is creative, detail-oriented and has a good business mind."

Partner and Corporate and Finance practice Co-Chair, Jennifer L. Vergilii, was ranked by Chambers USA 2021 in Band 4 in Corporate/M&A - Ohio: North. Chambers USA researchers noted, "[Jenn's] clients regularly call upon her to handle a broad array of M&A and capital markets transactions." A client interviewed by Chambers USA remarked, "She's a pragmatic corporate and transactional lawyer who understands what the important issues are." Another client responded, "She is responsive, effortlessly works on issues and has cross-border contacts to assist with matters."

Partner and Corporate and Finance practice Co-Chair, Thomas M. Welsh, was ranked by Chambers USA 2021 in Band 4 in Corporate/M&A - Ohio: North. A client interviewed by Chambers USA researchers remarked, "[Tom's] strengths include critical thinking, understanding the market, attention to detail and timely communication."

Chambers USA Band 2 Ranking in Banking & Finance (Ohio)

Calfee's Corporate and Finance practice was ranked by Chambers USA in Band 2 for Banking & Finance in Ohio in 2021. Chambers USA researchers noted that Calfee's banking and finance practice is "Esteemed for its experience in advising major financial institutions and corporate borrowers across a host of banking and finance-related issues, with particular expertise in the manufacturing and industrial sectors. Areas of significant strength include financing corporate transactions, capital markets work, bankruptcy and workout matters and counseling on regulatory compliance."

A client interviewed by Chambers USA researchers relayed, "The banking and finance team has a strong reputation locally and always has their fingers on the pulse of the local transaction community and business leaders." A source added that the practice is "a technically proficient team of tireless workers and strong negotiators." Another source remarked, "Their strengths are their responsiveness and ability to address business issues."

Partner and Co-Chair of Calfee's Corporate and Finance practice, Karl S. Beus, was ranked by Chambers USA 2021 in Band 2 for Banking & Finance in Ohio. A client interviewed by Chambers USA researchers mentioned, "[Karl is] knowledgeable on the subject matter of credit facilities and has a good working relationship with banks." Another client said, "He's a pragmatic deal-maker who always gets to the desired outcome for his clients and is available when needed."

Partner in the Corporate and Finance practice group and a leader of the Private Equity practice, Ann Z. Seger, was ranked by Chambers USA 2021 as an "Up & Coming" attorney in Banking & Finance in Ohio. A client interviewed by Chambers USA researchers noted, "[Ann] is detail-oriented, incredibly responsive and always happy to help regardless of time of day." Another source remarked, "She's proactive, understands and explains market terms well and provides quality recommendations."

U.S. News – Best Lawyers® “Best Law Firms” Rankings

Calfee was selected for inclusion in the 2021 "Best Law Firms" rankings by U.S. News – Best Lawyers in the following areas:

  • Banking and Finance Law (National Tier 3, Metropolitan Tier 1 Cleveland)
  • Commercial Finance Law (Metropolitan Tier 3 Columbus)
  • Corporate Compliance Law (Metropolitan Tier 2 Cleveland)
  • Corporate Governance Law (Metropolitan Tier 2 Cleveland)
  • Corporate Law (National Tier 2, Metropolitan Tier 1 Cleveland, Metropolitan Tier 1 Columbus, Metropolitan Tier 2 Cincinnati)
  • Mergers & Acquisitions Law (National Tier 3, Metropolitan Tier 1 Cleveland, Metropolitan Tier 2 Columbus) 
  • Public Finance Law (National Tier 3, Metropolitan Tier 2 Cleveland)
  • Securities/Capital Markets Law (National Tier 3, Metropolitan Tier 1 Cleveland)
  • Securities Regulation (National Tier 2, Metropolitan Tier 1 Cleveland)
  • Tax Law (Metropolitan Tier 1 Cleveland)
  • Venture Capital Law (National Tier 2, Metropolitan Tier 1 Cleveland)

IFLR1000 (United States), Guide to the World's Leading Financial and Corporate Law Firms and Lawyers

Calfee was selected for inclusion in IFLR1000 – Guide to the World's Leading Financial and Corporate Law Firms:

  • Nationally in Banking and Finance as Other Notable – United States and for 2019-2020 in Tier 1 Ohio.
  • In the areas of Capital Markets (Recommended – Ohio) and M&A (Tier 2 – Ohio) from 2019-2020.

Clients responding to the IFLR1000 survey reported the following regarding Calfee's M&A and Capital Markets team:

  • "Calfee solves problems. They have a deep bench with complete understanding of clients' needs. They are focused, hardworking and get the job done. They are competitively priced."
  • "Calfee, Halter & Griswold consistently goes above and beyond on providing sound counsel to our company. They are extremely responsive and even work on the weekends when an acquisition is ready to close. They anticipate our needs and will suggest alternative methods for solving legal issues. We are lucky to have them represent us."
  • "Calfee is a sophisticated law firm with good depth across many practice areas. The lawyers have a strong sense of client service and are responsive to our needs."
  • "Second to none. We have used every major law firm in the market and no one has the depth of expertise and high level of service."
  • "They are excellent. I would recommend them. We have not used them significantly before this past year, and the work we used them for was M&A and IP assistance. They have been an impressive law firm to work with."
  • "Calfee is an excellent law firm. Their lawyers are extremely knowledgeable and pleasant to work with."

IFLR1000 researchers quoted a Calfee client describing Calfee's Banking Group in the following way: "Everything they did seemed a level above all my prior dealings with other law firms."

Professionals

Professionals

Karl S. Beus
Co-Chair, Corporate and Finance
Laura E. Burg
Compliance Operations & Risk Consultant
Arthur C. Hall III
Firm Administrative Partner and Partner-in-Charge, Cleveland
Gus  Kallergis
Co-Chair, Business Restructuring and Insolvency
H. Jeffrey  Schwartz
Co-Chair, Business Restructuring and Insolvency
Thomas M. Welsh
Co-Chair, Corporate and Finance

Experience

Experience

Our Corporate and Finance attorneys work collaboratively with their colleagues across Calfee’s 30+ practice areas to ensure that transactions and other client matters are handled efficiently and by the attorney with the necessary experience and skills. We regularly collaborate with attorneys in other practice areas on client matters to provide efficient and well-informed legal counsel and services.

Recent matter highlights include:

  • Exclusive counsel to a B2B-focused private equity firm in connection with the acquisition of the equity of a leading technology-enabled, specialty distributor of elastomer components. The transaction represented a new platform acquisition for the client that gave them the opportunity to, among other things, implement a buy-and-build strategy for the acquired company to allow it to augment its current product offering and broaden its distribution facility footprint. Calfee was exclusive counsel in negotiating all aspects of the transaction for the client.
  • Served as counsel to an American manufacturer of food products in its March 2020 public offering of $500 million of 2.375% Notes due 2030 and $300 million of 3.550% Notes due 2050.
  • Exclusive U.S. counsel to an American multinational manufacturing company specializing in sealants, coatings and building materials in connection with the acquisition of the shares of capital stock of a leading manufacturer of trenchless pipe rehabilitation equipment. This matter allowed the client to acquire a leader in the inflow and infiltration market that will result in channel synergies for certain subsidiaries of the client. Calfee was exclusive U.S. counsel in negotiating all aspects of the transaction for the client and also oversaw the client's Quebec counsel to ensure that the peculiarities of Quebec law were adequately addressed in the acquisition.
  • Counsel to a global packaging supplier ("the client") and its equity holders in connection with the sale of its membership interests to an affiliate of a packaging company known for its food and bubble wrap brands. An employee stock ownership plan (ESOP) owned approximately 67% of the equity of the client (the ESOP trustee retained separate counsel during the transaction). In addition, prior to the closing, an “F” reorganization was conducted, which required a separate vote to approve the transaction from the nearly 1,000 ESOP participants. The client also operates in numerous foreign jurisdictions and has a significant number of overseas employees, which required input from various foreign counsels (for both the buyer and the sellers). The transaction involved the use of representations and warranties insurance that resulted in a “no seller indemnity” transaction. Calfee was responsible for negotiating all U.S. aspects of the transaction for the client and its equity holders, as well as overseeing foreign counsel in the UK, France, Belgium, Thailand and India that assisted in various aspects of the transaction.
  • Exclusive counsel to an American multinational manufacturing company specializing in sealants, coatings and building materials in connection with the acquisition of the membership interests of a leading manufacturer of edible coatings, stabilisers and specialty ingredients. The acquisition resulted in strong synergies for the client's subsidiaries. Calfee was exclusive counsel in negotiating all aspects of the transaction for the client.
  • Calfee's client, a business continuity consulting and software company, was acquired by a platform company of a software-focused private equity firm. Our deal team served as exclusive counsel for the seller and drafted and negotiated the purchase agreement, employment agreements, restrictive covenant agreements and various other ancillary documents agreements. This deal was unique in that the Letter of Intent (LOI) was executed in January 2020 and most of the negotiations occurred during the COVID-19 pandemic quarantine, including many “firsts” such as how to handle a change in control with a Paycheck Protection Program loan issued under the U.S. CARES Act, the impact of COVID-19 on force majeure clauses and related matters. The deal closed in an environment when the rest of M&A world came to a halt.
  • Exclusive counsel to an American multinational manufacturing company specializing in sealants, coatings and building materials in connection with the acquisition of a manufacturer of joint sealants for commercial construction, and a business that markets and sells said products. This acquisition strengthened the client's commercial sealants and waterproofing business position as a global market leader. Calfee was exclusive counsel in negotiating all aspects of the transaction for the client.

Services

Services

Whether your business is a new venture navigating the early stages of formation, organization and capital raising, or an established enterprise undertaking complex contract negotiations, corporate succession planning, a significant merger, acquisition, or divestiture, or a complex commercial or public finance transaction, we will guide you through the inevitable and unexpected legal hurdles to achieve your organization's objectives.

Combining technical and legal expertise with business insights and sound judgment cultivated over years of corporate counseling, Calfee attorneys provide superior, customized service in a timely and cost-effective manner in the following areas of concentration:

  • Business restructuring and insolvency, including creditors' and debtors' rights
  • Capital raising via public and private offerings
  • Commercial finance and banking, including counseling financial institutions and borrowers on domestic and international transactions, financings and debt structures
  • Contractual arrangements
  • Corporate governance and compliance
  • Employment-related matters
  • Executive compensation
  • Mergers, acquisitions and joint ventures
  • Public finance transactions, serving as bond, underwriter's, disclosure, issuer's, and borrower's counsel
  • Risk management
  • Succession planning
  • Tax

Doing Business in Ohio

Doing Business in Ohio

With offices spanning the state of Ohio and deep connections in the state’s capital, Calfee’s Corporate and Finance attorneys regularly assist clients who are starting, relocating, or expanding business operations in the state. Calfee attorneys are experienced helping clients understand and participate in Ohio’s state loan and grant programs, state tax credits, and other state programs such as JobsOhio. 

Calfee attorneys have developed a Guide to Doing Business in Ohio, which details important information for business owners and executives operating or considering moving or starting a business enterprise in the state.

News & Events

News

Alerts

PDF

Calfee's Corporate and Finance practice "draws from an impressive statewide team with a strong track record across a broad range of corporate and transactional matters. Areas of excellence include M&A, securities offerings, and private equity and venture capital fund formation...financing corporate transactions, capital markets work, bankruptcy and workout matters and counseling on regulatory compliance."

Researcher comments from the Chambers USA 2021 Guide

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