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Overview

Calfee’s broad M&A practice includes a wealth of experience advising public companies and their boards in connection with mergers, acquisitions and other strategic transactions. In addition to representing public company buyers and sellers, we also have extensive experience advising boards on shareholder activism, takeover preparedness, fiduciary duties, and SEC and stock exchange requirements.

Our lawyers have been involved in counseling all of the various parties involved in takeover proposals (bidders, targets, special committees, lenders, intervening bidders, financial advisors, etc.), so we understand the perspectives of all of the players involved. Traditional counseling in this area is carefully balanced against the various fiduciary duty, corporate governance and investor relations perspectives, including for example the impact and likely response by institutional shareholder groups (including ISS) to certain strategies or protective measures.

Our experience representing public company buyers and sellers, as well as their financial advisors, has provided us with the expertise needed to help clients successfully navigate the complexities of public company mergers and acquisitions. We have represented public companies in M&A transactions ranging in size from less than $5 million to more than $3 billion.

We also are well equipped to provide assistance in preparing for shareholder activism and responding to activist campaigns (including proxy contests), fashioning appropriate responses to unsolicited proposals and to help prepare for a wide-range of potential outcomes in the event that the client ultimately determines to pursue a strategic transaction.

Noteworthy

Chambers USA 2022 Band 2 Ranking in Corporate/M&A – Ohio: North

For more than a decade, Calfee has been ranked for Corporate/M&A – Ohio by Chambers USAChambers 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." 

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

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

Calfee was selected for inclusion in the 2022 "Best Law Firms" rankings by U.S. News – Best Lawyers in the following areas:

  • Corporate Compliance Law (Regional Tier 2 Cleveland)
  • Corporate Governance Law (Regional Tier 1 Cleveland)
  • Corporate Law (National Tier 2, Regional Tier 1 Cleveland, Regional Tier 1 Columbus, Regional Tier 2 Cincinnati)
  • Mergers & Acquisitions Law (National Tier 3, Regional Tier 1 Cleveland, Regional Tier 2 Columbus) 
  • Securities / Capital Markets Law (National Tier 3, Regional Tier 1 Cleveland)
  • Securities Regulation (National Tier 2, Regional Tier 1 Cleveland)
  • Tax Law (Regional 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 in 20222/2023:

  • Capital Markets (Recommended Law Firm – Ohio)
  • M&A (Tier 2 – Ohio)

Professionals

Experience

Experience

  • J. M. Smucker/Big Heart Pet Brands (Ohio counsel to buyer)
  • American Financial Group/National Interstate (Ohio counsel to buyer)
  • Alcoa/ RTI International Metals (Ohio counsel to buyer)
  • Farmers Banc Corp/National Bancshares (represented target)
  • Northwest Bancshares/LNB Bancorp (represented target)
  • WMK/Hasco Medical (represented buyer)
  • LNB Bancorp/Morgan Bank (represented buyer)
  • Mill Road Capital/R.G. Barry (Ohio counsel to buyer)
  • AirNet Systems/affiliate of Bayside Capital (Ohio counsel for buyer)
  • J. M. Smucker/Folgers (represented buyer)
  • Evraz Group/Claymont Steel Holdings (represented financial advisor to target)
  • North Coast Energy/EXCO Resources (represented target)
  • OfficeMax/Boise Cascade (represented financial advisor for target)
  • Reynolds and Reynolds/Universal Computer Systems (Ohio counsel for target)
  • Seaway Food Towns/Spartan Stores (represented target)

Client Feedback

Client Feedback

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."

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...financing corporate transactions, capital markets work, bankruptcy and workout matters and counseling on regulatory compliance."

Researcher comments from Chambers USA

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