Brent M. Pietrafese

Brent helps clients consummate mergers, acquisitions, divestitures, leveraged buyouts, joint ventures, and restructurings for a wide range of companies and industries. He has developed particular expertise in representing private equity firms, family offices and other financial investors in leveraged buyouts, investments and dispositions.

Brent's experience with private equity firms, family offices and investment funds helps him assist clients in capital formation matters, including venture and mezzanine capital and other private equity financing matters. 

In addition, Brent provides day-to-day general corporate counseling to his clients and has extensive experience counseling clients on complex contract law matters, distributor and sales agent agreements, sales and purchasing contracts, and related terms and conditions of sale and purchase.

Brent has been recognized as a Leading Lawyer in Corporate/M&A by Chambers USA in Band 4, Ohio: North, most recently in 2025. Chambers USA researchers commented, "Brent is extremely strong, aware, balanced, and has good business acumen to supplement legal knowledge."

Brent joined Calfee in 2003, and he was elected Partner in 2012. He served as Vice Chair of the Corporate and Finance practice group (2022) and currently serves as Co-Chair of the Corporate and Finance practice group (2023-present).

Honors & Recognitions

• Chambers USA, Corporate/M&A, Band 4, Ohio: North (2024-2025)

• The Legal 500, U.S. City Elite: Ohio – Corporate and M&A, Tier 3 (2025)

• IFLR1000 – Guide to the World’s Leading Financial Law Firms, "Highly Regarded Attorney," M&A (2019-2025)
• IFLR1000 Elite Dealmaker, Mergers & Acquisitions (2018)
• The Best Lawyers in America^®, Corporate Law; Mergers and Acquisitions Law (2020-2026)
• Ohio Super Lawyers, Mergers & Acquisitions (2015-2016, 2022-2025)
• Ohio Super Lawyers, Ohio Rising Stars (2012-2014)
• Crain’s Cleveland Business’ 25th Anniversary "Forty Under 40" List (2016)

Education

J.D., Case Western Reserve University School of Law, 2003

M.B.A., Case Weatherhead School of Management, 2003

B.S., cum laude, Miami University, 2000

Experience

Brent’s representative experience includes:

• Served as lead counsel to Gallo Mechanical, a mechanical contractor providing large scale HVAC and plumbing installation and services, along with its multi-generational family ownership in the recapitalization and sale of majority ownership to Citation Capital, a Dallas-based private equity firm. Complexities included the fact that there were three different Gallo-related entities with slightly different ownership groups, a complicated tax structure and restructuring required and complex governance requirements between the private equity owner and the ongoing Gallo ownership group.

• Represented a portfolio company of a private equity firm in its 2024 acquisition of a leading designer and manufacturer of rod ends and spherical bearings serving the aerospace, defense, and industrial markets.
• Represented a multi-billion investment advisory firm in the 2024 sale of its business to a multi-billion dollar investment advisory firm.
• Represented a private equity firm client in its 2024 acquisition of a leading manufacturer of customized, extruded elastomeric profiles for the automotive, heavy truck, and industrial markets owned by an Employee Stock Ownership Plan, which added legal and regulatory complexity to transaction documentation, structuring and negotiation. Due to significant equity co-investment by the lender to the transaction, closing the transaction required the drafting and negotiation of a bespoke agreement to govern the equity arrangements of the business on a go-forward basis. Equity documentation and structuring accommodated additional equity investment from outside the client's fund via a sidecar equity vehicle.
• Represented a private equity firm in the 2023 acquisition of a custom plastic injection molder specializing in small, tight-tolerance parts and a technical injection molder serving the medical device, general industrial, defense, and green energy industries.
• Served as lead counsel for a Fortune 1000 publicly owned food industry manufacturing company in its 2023 $60 million sale of a business to a publicly owned company.
• Represented a portfolio company of a private equity firm client in a strategically significant acquisition in 2023 of an overhead door manufacturing leader that provided the client a foothold in the Western U.S. As part of the deal, Calfee also successfully negotiated a multi-lender financing, which required coordinating with the owners of seven leased distribution centers across four states.
• Represented a portfolio company of a private equity firm in its acquisition of a designer and manufacturer of Ball Bearing Control (push-pull) cables and control systems based in the Northwest.
• Represented a general aviation company in its 2023 sale of all equity interests of a business line to a private equity investment firm.
• Represented an aviation company in its 2023 acquisition of a leading manufacturing company.

Professional & Community

• Northeast Ohio Trusted Advisors Network, a professional networking group, Executive Committee Member
• Cleveland Metropolitan Bar Association, Member
• Bluecoats, Inc., Investment Committee Member
• First Tee – Cleveland, Board of Directors
• Claire’s Crusade, Executive Board Member 
• Julie Billiart School, Emeritus Director, Past Chairman of the Board of Directors (2015-2019)

Presentations & Publications

• "Steps to Help Initiate a Seamless and Profitable Sale," Crain's Cleveland Business (January 2019)
• "Capturing Enterprise Value, Creating Legacy Through Business Transitions," Panelist (February 2019)