M&A and Corporate Transactions
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M&A AND CORPORATE TRANSACTIONS
Dealmaking today is affected by near-constant changes in equity and credit availability, financial regulation, and the strength of the capital markets. In this volatile market, corporate executives need legal counsel with a solid understanding of the business environment who can navigate the evolving issues that arise in the course of a transaction and achieve their objectives.
Nixon Peabody is an industry leader in corporate transactions. While we have experience representing clients in transactions of all sizes, we are best known for our work in the middle market. We are better positioned than any other firm in the country to serve this segment of the market. The quality of our work is at the pinnacle of the legal profession, but our geographic footprint allows us to deliver value that regional or boutique firms can’t match.
In 2011, American Lawyer magazine featured Nixon Peabody on the cover as “Dealmakers of the Year” for our work advising one of the most complex, sophisticated, and groundbreaking transactions of the year. In addition, Chambers USA regularly recognizes us as a “Highly Regarded” firm for Corporate/M&A in its guide, America’s Leading Lawyers for Business. In 2012, the firm was recognized by the Association for Corporate Growth (ACG) and M&A Advisor as the legal advisor of the “Middle Market Deal of the Year” as well as the “Cross-Border Deal of the Year.” This is the second year in a row we have advised on an award-winning deal.
Our firm includes 200 business lawyers who work together to handle the full range of mergers and acquisitions, investments, joint ventures, licensing, and strategic transactions for both private and public clients—from structure and strategy to negotiation and documentation. We have strong capabilities in industry sectors such as life sciences, health care, consumer products (especially food and beverage), manufacturing, technology, and energy.
Our corporate transactional attorneys take an integrated, cross-disciplinary approach to addressing client needs, spanning practices such as tax, securities, corporate governance, labor, real estate, intellectual property, environmental, and other regulatory areas. For leveraged transactions or those involving refinancing of debt, we work with the firm’s finance attorneys on a wide range of vehicles, including unsecured and secured lending, senior and mezzanine lending, derivatives, and securitizations.
Representative Experience- Advised Constellation Brands in a revised agreement with Anheuser-Busch InBev that makes Crown Imports a fully owned entity of Constellation through a complete divestiture of Grupo Modelo's U.S. business.
Advised Constellation Brands in a revised agreement with Anheuser-Busch InBev that makes Crown Imports a fully owned entity of Constellation through a complete divestiture of Grupo Modelo’s U.S. business. The transaction has been called “a game changer” by the media and is one of the largest M&A deals of 2013. - Represented Blu Homes, a maker of "green, precision-built" prefabricated homes based in Massachusetts and California, in completing its first institutional round of investment, totaling nearly $60 million.
Represented Blu Homes, a maker of "green, precision-built" prefabricated homes based in Massachusetts and California, in completing its first institutional round of investment, totaling nearly $60 million. The financing round was led by Netherlands-based Skagen Group. With initial private funding, investment in Blu Homes now totals nearly $69 million since it began operation in 2008. - Represented Wyse Technology in its highly publicized sale to Dell (NASDAQ: DELL), the world’s third-largest maker of personal computers.
Represented Wyse Technology in its highly publicized sale to Dell (NASDAQ: DELL), the world’s third-largest maker of personal computers. Wyse was a cloud computing company backed by Garnett & Helfrich. . . . View all . . .
- Advised Eastman Kodak Company in the sale of its Eastman Gelatine subsidiary to Rousselot, a division of VION Food Group.
Advised Eastman Kodak Company in the sale of its Eastman Gelatine subsidiary to Rousselot, a division of VION Food Group. This transaction was recognized in 2012 as “Middle-Market Deal of the Year” as well as “Cross-Border Deal of the Year” by M&A Advisor and the Association for Corporate Growth (ACG).
- Represented North American Partners in Anesthesia (NAPA), the largest single specialty anesthesia management company in the United States, in the majority recapitalization of its affiliated practice management company with Moelis Capital Partners.
Represented North American Partners in Anesthesia (NAPA), the largest single specialty anesthesia management company in the United States, in the majority recapitalization of its affiliated practice management company with Moelis Capital Partners. This transaction was recognized in 2011 as “Middle-Market Deal of the Year” as well as “Healthcare & Life Sciences Deal of the Year” by M&A Advisor and the Association for Corporate Growth (ACG).
- Counsel to Exinda, a provider of next-generation WAN optimization solutions, in a variety of corporate transactions.
Counsel to Exinda, a provider of next-generation WAN optimization solutions, in a variety of corporate transactions. Backed by OpenView Venture Partners, Exinda is the recipient of the 2012 Red Herring 100 Americas Award, which recognizes the top private companies playing a leading role in innovation and technology.
- Represented Kozy Shack, a family-owned business and manufacturer of refrigerated desserts, in its sale to Land O’Lakes, the second largest agricultural cooperative in the United States.
Represented Kozy Shack, a family-owned business and manufacturer of refrigerated desserts, in its sale to Land O’Lakes, the second largest agricultural cooperative in the United States.
- Represented the senior management of Au Bon Pain in a management buyout from Compass Holdings that included a group of equity investors led by PNC Equity Management.
Represented the senior management of Au Bon Pain in a management buyout from Compass Holdings that included a group of equity investors led by PNC Equity Management.
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Thought Leadership/AlertsDelaware court rules reverse triangular merger is not an assignment by operation of law M&A Advisor | March 13, 2013 Ralls case illustrates the importance of proactively engaging CFIUS in transactions that could raise national security concerns M&A Advisor | March 8, 2013 . . . View all . . .
New COMESA regulations present new steps for mergers and acquisitions in eastern and southern Africa
Africa Alert
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February 27, 2013
A year in review: CFIUS' latest report provides valuable insight on past filings and on new national security concerns affecting the acquisition of U.S. businesses by foreign parties
M&A Advisor
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February 4, 2013
Webinar Recording: M&A 201: Advanced Topics for the Dealmaker
Originally recorded October 18, 2012
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October 23, 2012
Nixon Peabody's 2012 MAC Survey
October 22, 2012
Current trends in mergers and acquisitions in Africa
Africa Alert
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August 2, 2012
Webinar Recording: M&A 2012: Get ready to catch the wave
Originally recorded June 14, 2012
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June 19, 2012
SEC staff issues guidance regarding cybersecurity risks
Securities Law Alert
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October 28, 2011
SEC reverses position regarding proof of ownership for shareholder proposals
Securities Law Alert
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October 21, 2011
Webinar Recording: Trends in Material Adverse Change (MAC) Clauses
October 13, 2011
Nixon Peabody's 2011 MAC Survey
October 5, 2011
Confidentiality Agreements—It's the Tone and the Details that Matter
October 3, 2011
SEC No-Action Relief from Pay-to-Play Recordkeeping Rule
Private Equity Alert
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September 19, 2011
They don't call it a survival clause for nothing; poor contract drafting can make your chances of obtaining a legal remedy as good as dead
M&A Advisor
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September 7, 2011
FATCA as applied to investment funds: suggested fund agreement provisions
Private Equity Alert
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June 10, 2011
SEC adopts final whistleblower rules: implications for internal compliance, governance and employment policies
Securities Law Alert
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May 27, 2011
Practical tips for meeting with credit rating agencies after Dodd-Frank
Securities Law Alert
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May 23, 2011
Reverse triangle merger may violate a contract clause prohibiting assignment by operation of law
M & A Advisor
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May 6, 2011
Reviewing redundancy requirements and service level agreements in light of the Amazon Cloud outage
M & A Advisor
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April 27, 2011
No time for delay: New York in-house counsel not licensed in New York have 90 days to register
In-House Counsel Alert
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April 20, 2011
M&A Executive Insights 2011
April 12, 2011
SEC proposes compensation committee independence and compensation consultant rules
Securities Law Alert
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April 8, 2011
Preserving the privilege: attorney-client communication in the sale of business assets
M & A Advisor
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April 5, 2011
Delaware Court of Chancery upholds use of poison pill by Airgas board
Securities Law Alert
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March 2, 2011
Webinar Recording: Contracting with the Government (Part 4)
February 15, 2011
SEC adopts Say-on-Pay rules
Securities Law Alert
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February 4, 2011
Court decisions hint at approval of forum selection clauses in corporate bylaws
Corporate Responsibility Alert
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February 1, 2011
SEC proposes changes to accredited investor standards
Securities Law Alert
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January 28, 2011
UPDATE: Founders/Investors/VCs—Issue stock now to qualify for zero tax on capital gain
Venture & Technology Alert
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December 21, 2010
Nixon Peabody's 2010 MAC Survey
MAC Survey
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December 6, 2010
Founders/Investors/VCs—issue stock now to qualify for zero tax on capital gain
Venture & Technology Alert
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November 23, 2010
Regulation FD enforcement: company executives charged for implied messages
Securities Law Alert
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November 5, 2010
SEC proposes Say-on-Pay rules
Securities Law Alert
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October 29, 2010
Regulation FD—SEC adopts amendment eliminating exemption for disclosures to credit rating agencies
Securities Law Alert
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September 30, 2010
Private Equity Newsletter, Fall 2010
Private Equity Newsletter
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September 17, 2010
SEC adopts shareholder proxy access rules
Securities Law Alert
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August 31, 2010
Impact of the Dodd-Frank Wall Street Reform and Consumer Protection Act on Private Equity Funds and Other Private Pools of Capital
Private Equity Alert
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August 19, 2010
The role and construction of risk committees
Corporate Responsibility Alert
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August 11, 2010
The Dodd-Frank Act executive compensation and corporate governance reforms
Securities Law Alert
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July 23, 2010
Provisions of the Senate bill to enact reforms in federal regulation of the financial industry would affect private investment funds and their advisers
Private Equity Alert
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May 26, 2010
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PressNixon Peabody's Private Equity Practice Ranks Highly in Annual Dow Jones Private Equity Analyst Survey April 4, 2013 Chambers Recognizes Leading Nixon Peabody Attorneys and Practices March 14, 2013 . . . View all . . .
Nixon Peabody Advises Constellation Brands in Revised Agreement with Anheuser-Busch InBev for Complete Divestiture of U.S. Business of Grupo Modelo
February 14, 2013
Nixon Peabody Represents Trident Advisors on Recapitalization of Simulyze
November 21, 2012
Nixon Peabody MAC Survey examines trends in M&A transactions
October 22, 2012
Nixon Peabody Advises Client in $38M Investment
October 2, 2012
Nixon Peabody Advises Blu Homes in $60 Million Round of Funding
September 14, 2012
Nixon Peabody Attorneys Earn Top Recognition From Best Lawyers
September 14, 2012
Nixon Peabody Expands China Practice with Addition of Corporate Partner Focused on Cross Border Transactions
September 5, 2012
Nixon Peabody Advises ASIG on Acquisition of PLH Aviation Services & Dryden Air Services
September 4, 2012
Nixon Peabody Advises in Land O'Lakes Acquisition of Kozy Shack Enterprises
August 3, 2012
Nixon Peabody Advises Constellation in Crown Imports Acquisition
July 9, 2012
Nixon Peabody Advises Eastman Kodak in Winning Deal of the Year
June 20, 2012
Nixon Peabody Advises on $11M Precision Manufacturing Solutions Acquisition
June 14, 2012
Dell Completes Acquisition of Wyse Technology; Nixon Peabody Represented Wyse in Deal
May 29, 2012
Nixon Peabody Recognized as Leader by Dow Jones Private Equity Analyst
March 14, 2012
Nixon Peabody Expands Presence in China Forming Strategic Alliance with Hylands Law Firm
March 13, 2012
Nixon Peabody Attorneys Receive Global Recognition
March 7, 2012
Experienced Government Contracts Attorney Joins Nixon Peabody
February 23, 2012
AIDS Action Committee Honors Nixon Partner with "Commitment to Action" Award
December 12, 2011
Corning Broadens its Life Sciences Product Offerings with Acquisition of VA-based Corporation
December 5, 2011
Nixon Peabody Advises on Sale of French Newspaper Distributor
December 2, 2011
Nixon Peabody Advises in $76M Sale of Flat Panel Manufacturing Facility
November 28, 2011
Merck Serono Acquires Multiple Sclerosis Drug
October 13, 2011
Nixon Peabody Advises Contour Energy Systems in Series C Funding
October 12, 2011
Nixon Peabody MAC Survey Examines Trends in M&A Transactions
October 5, 2011
Rolls-Royce Acquires R. Brooks Associates
September 16, 2011
Nixon Peabody Advises in $10 Million Compliance Software Investment
August 31, 2011
Nixon Peabody LLP Advises EADS’s Astrium Geo-Information Services in Strategic M&A Deal
August 22, 2011
GigOptix, Inc. Completes Acquisition of Endwave Corporation; Nixon Peabody Advises GigOptix in Deal
June 28, 2011
Nixon Peabody Advises Contour Energy Systems in Securing New Series C Funding
June 28, 2011
Nixon Peabody Advises Web Experience Management Solutions Provider in Oracle Acquisition
June 21, 2011
Chambers Gives High Marks to Nixon Peabody LLP; 47 Attorneys Recognized As Leaders
June 20, 2011
Nixon Peabody Advises Anesthesia Management Company in Winning Middle-Market M&A "Deal Of The Year" Matter
June 15, 2011
Nixon Peabody Names New Leadership for Media, Entertainment, and Communication Team; Parisian Partner Arnaud de Senilhes Will Lead Group of Attorneys
May 10, 2011
Nixon Peabody Advises in Sale of Thermal Management Solutions Provider; Thermshield, LLC Completes Sale of Assets to Niagara Thermal Products LLC
April 18, 2011
Nixon Peabody Executive Insights Survey Examines M&A Activity; Most recent findings illustrate continuing upward market trends
April 12, 2011
Nixon Peabody Recognized as Leader by Dow Jones Private Equity Analyst; Firm Ranks Among the Top Five Law Firms for Seventh Consecutive Year in Annual Survey
April 7, 2011
Nixon Peabody Attorneys Selected as American Lawyer’s “Dealmakers of the Year”
April 1, 2011
International Rectifier Acquires CHiL Semiconductor; Nixon Peabody Advises Leading Supplier of Digital Power Management Solutions in Acquisition
March 22, 2011
Homeserve Signs Exclusive Agreement with South Jersey Energy Service; Nixon Peabody Advises in Deal That Expands Service Options for South Jersey Homeowners
March 9, 2011
Boston Tea Party Ships & Museum Secure Loan for Renovation Efforts; Cross-Office, Cross-Practice Nixon Peabody Legal Team Advises in the Matter
March 7, 2011
Nixon Peabody Elects 12 Attorneys to Partnership; Female Partners Make Up More than 40% of 2011 Class
February 1, 2011
Web Conferencing Services Provider Acquired by Salesforce.com; Nixon Peabody Advised MA-based Technology Company Dimdim in Deal
January 7, 2011
Nixon Peabody Advises in Biotech Fundraising Deal
December 31, 2010
Adjustable Lens Company Secures New Series D Round; Nixon Peabody Advises Calhoun Vision in Matter
December 31, 2010
Music Industry, Family-owned Companies Join Forces; Nixon Peabody Advises in Agreement Between Leading Brands
December 22, 2010
Nixon Peabody 2010 Annual MAC Survey Finds More “Seller-Friendly” Market; Results of 2010 Survey Examine Clauses in M&A Transactions
December 7, 2010
Nixon Peabody Recognized as a “Best Law Firm”; Firm’s Experience and Excellence Honored Locally and Nationally
September 23, 2010
Nixon Peabody Expands Global Business & Transactions Practice in Washington, DC, and Paris; Partner William Kahn Represents Major Multinational Companies in Mergers and Acquisitions
August 16, 2010
Nixon Peabody Expands Global Business & Transactions Practice; Partner Mavis Yee Is Important Addition to China Team
August 9, 2010
Nixon Peabody Advises GigOptix in Public Offering; Semiconductor Manufacturer Announces Pricing of Public Offering
July 12, 2010
Chambers USA Gives High Marks to Nixon Peabody LLP; 17 Practices and 49 Attorneys Recognized as Leaders
June 11, 2010
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Media Clips- Carlyle, KKR, TPG Raising Billions for China, But Deals May Be Scarce
Buyouts | April 29, 2013
Partner and leader of the firm’s China and Asia Pacific practice David Cheng discusses private equity deal trends in China. - Export Controls Reform Has Arrived
Law360 | April 22, 2013
Washington, DC government investigations & white collar defense partner Grayson Yeargin and associate Lindsey Nelson, global business & transactions associate Alexandra Lopez-Casero and private equity & investment funds associate Nick Rosenberg co-authored this column discussing the new rules and regulations implementing the multiyear Export Control Reform Initiative. - Ralls Case Shows Importance of Proactively Engaging CFIUS
Law360 | March 12, 2013
This contributed article, authored by Washington, D.C. global business & transactions associate Alexandra Lopez-Casero, discusses how important it is for companies interested in cross-border investment to engage with the Committee on Foreign Investment in the United States. . . . View all . . .
EventsNixon Peabody's Semi-Annual CLE Program: Buffalo and Rochester May 30, 2013 Business Owner Exit & Succession Planning May 22, 2013 | Jericho, NY Outlook on Private Equity Secondary Transactions—Trends, Challenges & Deal Flow Opportunities May 16, 2013 | New York, NY . . . View all . . .
Clean Up In Aisle 9: Distressed M&A and Reorganization Opportunities and Challenges in the Retail Grocery Sector
May 15, 2013
| Boston, MA
Tech Investing Roundtable: Big Data, Mobility & Their Real World Applications
April 30, 2013
| Boston, MA
M&A Roundtable
March 27, 2013
| Albany, NY
EVENT SOLD OUT! Investing in Wine, Spirits & Craft Brews: Current Challenges & Opportunities
January 23, 2013
| New York, NY
M&A Outlook: Trends, Issues & Opportunities
January 16, 2013
| Boston, MA
Middle Market Transactional Environment: Preparing for 2013
November 14, 2012
| Buffalo, NY
Webinar: M&A 201: Advanced Topics for the Dealmaker
October 18, 2012
| Jericho, NY
M&A Roundtable
October 9, 2012
| Albany, NY
M&A Roundtable
July 26, 2012
| Albany, NY
Webinar: M&A 2012: Get ready to catch the wave
June 14, 2012
M&A 101: The Fundamentals of an M&A Deal
May 31, 2012
| Jericho, NY
Webinar: Hospital/Physician Practice Acquisitions: Dollars and Sense
May 31, 2012
M&A Roundtable
May 15, 2012
| Albany, NY
Global Economic and Legal Forum: European Focus
May 2, 2012
| Rochester, NY
Deal Makers or Deal Breakers: Spotlight on Private Equity Funds
April 11, 2012
| Boston, MA
Preparing to Sell Your Business: Now is the Time
January 18, 2012
Preparing to Sell Your Business: Is Now the Time? (Hot Topics for Middle Market Companies)
June 8, 2011
Doing Business in France
May 2, 2011
Disputes at Private Equity-Owned Portfolio Companies: How to Preserve Value & Manage Risks (Hot Topics for Middle Market Companies)
April 12, 2011
M&A Update: Overview of 2010 and What’s to Come in 2011 (Hot Topics for Middle Market Companies)
January 25, 2011
Rochester CLE Program
November 19, 2010
Hot Topics for Middle Market Companies Access to the IPO Market: Industry and Market Trends
September 22, 2010
SME Business Investment Project 2010 Opération PME 2010
May 31, 2010
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