Ranked for Corporate M&A by Chambers USA (2018), Hirschler’s Mergers and Acquisitions (M&A) Group is comprised of experienced negotiators and dealmakers who help clients (1) grow and expand their businesses through acquisitions, mergers, leveraged buyouts, joint ventures, and other strategic business combinations, and (2) realize the success of their businesses through sales, recapitalizations and other divestitures. We are a four-time winner of The M&A Advisor’s “Law Firm of the Year” (2013 – 2016).
Our M&A attorneys advise clients on all manner and aspects of such transactions, including:
- Due diligence
- Federal, state and local taxation
- Intellectual property
- Employee benefits
- Real estate
- Representations and Warranties (R&W) Insurance
- Employee Stock Ownership Plans (ESOPs)
Possessing a core focus on private company and middle market transactions, our M&A attorneys create and carry out practical, tax-efficient transaction structures that maximize returns to clients, whether in their capacity as buyers or sellers.
We regularly represent a broad spectrum of parties to an M&A transaction, including:
- Operating companies
- Private equity firms
- Founders and family-owned businesses
- Venture capital firms
- Management buy-out teams
- Boards of directors
Our attorneys provide valuable counsel throughout the entire course of an M&A transaction, from drafting and negotiating preliminary documents such as letters of intent and term sheets, to leading and coordinating due diligence efforts, to signing and closing the transaction. We help clients navigate various types of transaction processes, including broad auction-style transactions and “proprietary” deals negotiated directly between parties. We provide clients with perspective as to “what’s market” but realize every deal is unique and requires tailored, proactive representation. We stay abreast of and are well-versed in evolving M&A market trends.
Our deal experience covers a variety of industry sectors, including manufacturing, technology, transportation, financial services (including registered investment advisers (RIAs) and broker-dealers), business services, construction, consulting and government contracting. We also have experience in cross-border transactions spanning five continents.
The firm regularly represents clients involved in transactions of all sizes and levels of complexity. Representative transactions handled by our M&A Group include:
- Advised a private equity fund and its portfolio company in the sale of all of the outstanding equity in an international manufacturing business to a private fund buyer.
- Served as counsel to an industrial water treatment chemical company in a $435,000,000 stock sale to a public company buyer. Sale was structured as a part sale/part redemption of minority shareholders and involved expertise in the ESOP area.
- Represented a multi-generational family-owned truck leasing business in its sale to a publicly traded strategic buyer.
- Represented the founders and other shareholders in the sale of a software development company to a Fortune 50 publicly-traded buyer.
- Served as transaction counsel to an energy infrastructure holding company and its operating subsidiaries in connection with the sale of the subsidiaries to a major private equity acquirer. The sale by the ESOP-owned holding company benefitted over 1,000 ESOP participants.
- Represented a private equity firm in its acquisition and subsequent divestiture (to a publicly-traded strategic buyer) of a line of manufacturing companies.
- Represented a private equity firm with respect to its mezzanine financing in connection with a leveraged buy-out.
- Represented the shareholders of a closely-held federal government consulting business in the sale of all of the outstanding stock in the company to a strategic buyer for a purchase price of $55,000,000.
- Represented a closely-held government contractor involved in development of global position system technology in sale of substantially all of its assets to public company buyer, including compliance with federal acquisition regulations.
- Served as primary outside counsel to a roll-up company in the insulation products industry, with over 2,000 employees and 100 facilities across 26 states nationwide. Assisted the company in closing a $440,000,000 recapitalization with a private equity fund investor and in securing a new $280,000,000 senior and mezzanine credit facility. Completed over 40 strategic acquisitions for the company, with individual transaction values ranging from $500,000 to $50,000,000.
- Advised a family-owned technology business in the sale of the business to a large strategic buyer.
- Represented buyer of more than fifteen assisted living facilities in eight different states in its purchase of the assets from debtor-in-possession in bankruptcy. The transaction involved complex issues concerning the transfer and assumption of bond financing on the facilities.
- Represented a private equity fund in the purchase of a controlling interest in a nationwide distributor of communications equipment. The transaction involved the negotiation of co-investment agreements with several types of partners in a truncated timeframe.
- Represented the shareholders of a closely-held power distribution equipment manufacturer in the sale of all of the outstanding stock in the company to a private equity fund.
- Assisted in a complex, $400,000,000+ refinancing and recapitalization of privately held business involving senior debt, institutional mezzanine debt and private equity investors.
- Represented private equity investor in a management buy-out of a manufacturing services business, with financing provided by a senior lender, two mezzanine lenders, investors in convertible preferred stock and management investment in common stock.
- Served as issuer's counsel in a reorganization and $92,000,000 spin-off IPO of a medical supply company. After the IPO, served as outside general counsel to the issuer, handling several strategic acquisitions, strategic partnerships, and employee compensation and benefits.
- Virginia Business Magazine, 11.30.2020
- 26 Hirschler Lawyers Named to 2021 Best Lawyers®, 4 Named “Lawyers of the Year” and 3 Listed Among “Ones to Watch”08.20.2020
- IM Team Assists Boxwood Partners in Sale of Dryer Vent Wizard to New-York Based Private Equity FirmYahoo! Finance , 02.28.2020
- 38 Hirschler Lawyers Named Among Virginia Business Legal Elite, Lisa Goodwin Profiled in Environmental Law CategoryVirginia Business Magazine , 12.05.2019
- Hirschler Fleischer Recognized as M&A Advisor’s Law Firm of the Year, Partner Named Finalist for Legal Advisor of the Year11.20.2014
- Hirschler Fleischer and Andrew Lohmann Named Finalists for M&A Advisor Awards - Second Year in a Row10.16.2013
- Richmond, VA, 02.13.2020
- Richmond, VA, 11.09.2018
- Richmond, VA, 11.09.2018
- Richmond, VA, 10.03.2018
- Virginia Business, 01.25.2021
- The UK’s National Security and Investment Bill: A New Source of Political Risk for Foreign Direct Investment11.16.2020
- Lisa Hedrick, Brent Ashley, and Sarah Mikowski Discuss the Importance of Preparation to Limit Employment Liabilities in a Sale, Industry Today04.06.2020
- "Material Adverse Effect” Clauses in the Context of COVID-19 and Their Impact on Loan and Acquisition Agreements03.30.2020
- Loan Forgiveness Under the Stimulus Act: Is Now The Time To Apply for Your First SBA Loan? (And Other Loan Benefits of the CARES Act)03.27.2020
- Andrew Lohmann and Andrea Mousouris Unpack Common “Deal Killers” to Avoid when Closing on an M&A Deal07.16.2019
- Latest ABA M&A Deal Points Study Highlights New Data Points, Impact of Reps and Warranties Insurance01.05.2018
- Brent Ashley
- Cheryl Atchison
- Marie Carter
- Alexandra Casagrande
- Brian Daly
- J. Benjamin English
- M. Seth Ginther
- Lisa Goodwin
- Lisa Hedrick
- Robert Henley, III
- Aleksandra Johnson
- Erin Johnson
- Andrew Lohmann
- Sarah Mikowski
- Andrea Mousouris
- N. Pendleton (Penn) Rogers
- Alina Savage
- Roderick Simmons
- Steven Skaist
- C. Brandon Spalding, Jr.
- Benjamin Thompson
- James Weinberg