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Overview

Calfee’s team of more than 40 dedicated mergers and acquisitions attorneys provide practical legal guidance to clients to assist them in navigating through a purchase, sale or other business transaction.

With a strong foothold in the regional middle market, we represent both privately held and publicly traded companies, private equity funds, family owned businesses, and private entrepreneurs, among other types of clients.

Calfee handles transactions of all sizes, and the team typically completes 60-75 M&A transactions annually ranging in value from $500,000 to more than $3 billion. We know how to staff transactions and use resources in a cost-effective manner and how to add value with our competitive rates. Whether a deal involves a relatively straightforward asset purchase of a single facility business, or a multi-entity, multi-jurisdictional transaction for a publicly held conglomerate, we have the necessary experience to get it done.

We understand that each transaction is unique. We have the resources to staff each deal with appropriate attorneys from other practice groups who have experience in areas such as Capital Markets and Public Reporting, Tax, Commercial and Business Litigation, Intellectual Property, Labor and Employment, Real Estate, Environmental and Antitrust, to name just a few. Collaboration with these team members ensures that each transaction is efficiently managed, while adequately covering the myriad issues raised by any transaction.

Our M&A attorneys focus on understanding the business motivations underlying each transaction. We help our clients identify the best transaction structure, devise strategies to mitigate risk and overcome obstacles, and negotiate reasonable protections in light of the size and complexity of the deal.

Noteworthy

Chambers USA Band 2 Ranking in Corporate/M&A (Ohio)

For more than a decade, Calfee has been ranked for Corporate/M&A in Ohio by Chambers USA; most recently, Calfee was ranked in Band 2. Chambers USA 2020 commentators note that, "The practical nature of the firm is what makes them special. They are experienced and knowledgeable enough to interact with larger firms, but they are more effective because they are responsive and focus on the most important issues."

Chambers USA 2020 further stated that Calfee "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. [They also offer] notable capital markets expertise, with particular strengths in acting for underwriters."

Chambers USA 2020 researchers report that a client stated, "They're practical and responsive, coupled with great experience and deep expertise." Another source noted, "Our overall experience has been outstanding. We have found that Calfee is capable of handling highly sophisticated work at reasonable rates."

Calfee Firm Chairman Douglas A. Neary was ranked in Chambers USA 2020, Band 2 in Corporate/M&A. Chambers commentators noted, "Douglas Neary 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. One client says, 'He is very insightful, smart and personable and has become a trusted adviser to me.'"

Firm Administrative Partner, Arthur C. Hall III was ranked in Chambers USA 2020, Band 3. "The 'superb' Arthur Hall wins praise for his 'expert but practical advice," with clients also citing his 'extensive knowledge in federal securities law' as a key strength. He is particularly well versed in advising public companies and investors on financing issues and corporate governance matters."

Calfee's Senior Chairman, Thomas F. McKee, was ranked as a Senior Statesperson in Chambers USA 2020. "Thomas McKee is considered a trusted adviser to corporate clients on transactional and governance-related issues, most notably on capital markets work."

Partner John J. Jenkins was ranked in Chambers USA 2020 Band 2. "The 'very well-regarded' John Jenkins has attained a 'great reputation' for his corporate law practice according to commentators, with clients describing him as a 'very responsive, pragmatic and technical expert.' He focuses on advising on capital markets matters and M&A, acting for a broad range of businesses, issuers and underwriters."

Terrence F. Doyle, Partner, was ranked in Band 4 in Chambers USA 2020. "Terry Doyle is held in particularly high regard for his abilities in advising private equity investors on transactional matters, alongside broader corporate work for portfolio companies. Sources commend his 'excellent corporate practice' and report that 'he is skillful and has a broad range of knowledge.'"

Jennifer L. Vergilii, Partner and Corporate and Finance practice Co-Chair, was ranked in Band 4 in Chambers USA 2020. "Clients cite her 'practical and responsive' demeanor as a key asset in corporate work and regularly call upon her to handle a broad array of M&A and capital markets transactions. One source adds: 'She got us out of a good number of tight spots and get the deal over the line. She was very hardworking and available at any time of the day.'"

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

For more than a decade, Calfee's Corporate and Finance group has been recognized by Chambers USA in Banking & Finance (Ohio); most recently, the Firm was ranked in Band 2. In 2020, Chambers USA researchers noted that the team 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 industrials sectors. Areas of significant strength include financing corporate transactions, capital markets work, bankruptcy and workout matters and counseling on regulatory compliance."

Chambers USA researchers further reported that a client commented: "They really do offer a one-stop shop – they could handle the finance work as well as the day-to-day commercial issues. Their expertise is wide and far-reaching; they give us everything we need and more." Another client is quoted as saying, "The firm has surprised me in an extremely positive way, and it competes on a global scale in finance matters."

Karl S. Beus, Co-Chair of the practice, has been ranked in Chambers USA 2020 in Banking & Finance (Band 2), and has been recognized for his "strong knowledge of the law and vast experience in negotiating deals and financing," with sources commenting on his abilities to bring "very complex matters to their practical essence." – Chambers USA 2020

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

Arthur C. Hall III
Firm Administrative Partner and Partner-in-Charge, Cleveland
Gus  Kallergis
Co-Chair, Business Restructuring and Insolvency
Thomas M. Welsh
Co-Chair, Corporate and Finance

Experience

Experience

  • Represented a private equity fund in connection with the acquisition of the equity of a leading technology-enabled, specialty distributor of elastomer components.
  • Represented a U.S.-based manufacturer of sealants and coatings in multiple acquisitions, including:
    • The acquisition of the shares of capital stock of a leading manufacturer of trenchless pipe rehabilitation equipment. 
    • The acquisition of a leading manufacturer of edible coatings, stabilisers and specialty ingredients.
    • The acquisition of a manufacturer of joint sealants for commercial construction and a business that markets and sells its products. 
  • Represented a global packaging supplier and its equity holders in connection with the sale of its membership interests to an affiliate of a large packaging supplier for $510 million.
  • Represented a business management consultancy in its acquisition by a business continuity software platform company. Calfee's deal team served as exclusive counsel for the seller and drafted and negotiated the purchase agreement, employment agreements, restrictive covenants agreements and various other ancillary documents agreements.
  • Represented a buyout fund in the purchase of a wide range of platform and add-on businesses, generally ranging in value from $20 million - $150 million.
  • Represented the majority owners of a food manufacturing and distribution company in the redemption of minority interests for over $250 million.
  • Represented an insulation installation company in the acquisition of numerous regional installation businesses for between $3 million - $140 million.
  • Represented a publicly held manufacturing company in the acquisition of multiple businesses for purchase prices of $10 million - $100 million.
  • Represented a chemical company in the acquisition of various other chemical businesses for prices ranging from $10 – $50 million.
  • Represented the owners of a steel fabrication company in the sale of a majority of its equity to a platform company of a buyout fund for $4 million.
  • Represented the owners of a gas distribution company in the sale of a majority of its equity to a buyout fund for approximately $20 million.
  • Represented a consumer products company controlled by a buyout fund in multiple add-on acquisitions ranging from $15 million - $25 million.
  • Represented a family held wire manufacturing and distribution business in a sale to its senior management for approximately $20 million.
  • Represented a newly formed buyout fund in the acquisition of multiple platform and add-on businesses ranging in value from $20 million – $50 million.
  • Represented a software company in the sale of its equity to a platform company of a buyout fund for $4 million.
  • Represented a publicly held food and beverage manufacturing company in the purchase and sale of various business units for values ranging from $10 million – $3.3 billion.
  • Represented a family-owned manufacturing business in the acquisition of an operating division of a large publicly held company for approximately $90 million.
  • Represented an insurance advisory and brokerage firm in an ESOP transaction that resulted in a 100% employee-owned business.

Clients' Work

Services

Services

Partnering With Clients

Our M&A attorneys guide clients through the process of structuring, documenting, negotiating and closing acquisitions and sales of assets and stock, mergers, strategic alliances, and joint ventures. After closing, we advise clients on post-transaction integration matters. In the case of acquisitions, after a closing we often function as outside “general counsel” to the acquired business on day-to-day legal matters. 

Meeting Clients' Business Objectives

We work with our clients to negotiate a reasonable allocation between the transaction parties of liabilities and risks. We help our clients to make practical decisions that further their business goals.

We also counsel our clients on potential tax savings or deferral opportunities in structuring transactions.

Dedication to Client Service

Calfee’s M&A professionals are committed to delivering superior client service and partnering with our clients. We live by these five “golden rules” of client service:

  • Know the client and never lose sight of the client's objectives. 
  • Be creative in identifying solutions that enhance the client's success.
  • Be responsive and communicate with the client regularly.
  • Give proactive, practical advice to enable the client to make informed business decisions. 
  • Trust and respect the client in order to foster a strong, long-term relationship. 

Many of our M&A attorneys have previously served as in-house counsel, corporate board members, or advisory board members for companies. This collective experience has shaped our M&A attorneys’ perspective and provided valuable insight into the mindset of our clients.

Collaborative Teamwork

Our M&A attorneys approach engagements with a sense of teamwork – working together internally across multiple disciplines and working closely with our clients’ management and other internal and external advisors – to efficiently coordinate transactions and achieve optimal outcomes. Whether guidance is needed in environmental, employment, intellectual property, real estate, employee benefits, data security, tax planning and compliance, or any other legal area, we bring to the table the necessary expertise.

Industry Expertise

Industry Expertise

Calfee's M&A attorneys have significant experience representing clients in a wide range of sectors, including the following:

  • Banking
  • Biotechnology
  • Chemical
  • Construction
  • Consumer Products
  • Distribution
  • Energy
  • Entertainment and the Arts
  • Financial
  • Food and Beverage
  • Health Care and Life Sciences
  • Hospitality
  • Industrial and Manufacturing
  • Logistics
  • Mining and Utilities
  • Oil and Gas
  • Pharmaceutical
  • Real Estate
  • Retail
  • Software
  • Technology
  • Transportation, including Aviation and Trucking 

News & Events

News

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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. They also offer notable capital markets expertise, with particular strengths in acting for underwriters."

Chambers USA 2020

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