Nyemaster Goode, P.C.
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Mergers and Acquisitions

Our Practice:

Nyemaster Goode assists U.S. and non-U.S. companies in negotiating and closing mergers and acquisition transactions of varying size and structure, including investments in start-up companies or mature and established companies, mergers, stock or asset purchases, leveraged buyouts, share exchanges, tender offers, proxy fights, capital formation, capital acquisition and asset securitization. Nyemaster Goode was recognized for our Corporate/M&A practice in Chambers USA: America’s Leading Lawyers for Business (2007). Our Mergers and Acquisitions attorneys also handle recapitalization and corporate restructuring transactions involving spin-offs, divestitures, stock reorganizations, ESOP formation and purchases or sales, and other sophisticated transactions that draw upon the multidisciplinary practices we offer, including Tax, Estate Planning, and Employee Benefits; Labor and Employment; Corporate Finance, Venture Capital, and Securities; Banking and Secured Transactions; Electronic Commerce; Real Estate; Environmental; Antitrust and Trade Regulation; Intellectual Property; and Litigation.

Our attorneys also focus on industry specific transactions, such as insurance, banking, agricultural cooperatives, and manufacturing, resulting in added levels of efficiency and expertise. Due diligence is an essential part of any merger or acquisition transaction, and the breadth and depth of our practice areas enables our Mergers and Acquisitions attorneys to focus on every aspect of due diligence review with attorneys knowledgeable about the legal and practical issues involved.

With assistance from our Creditor Rights and Bankruptcy attorneys, we help clients acquire financially troubled companies, both pre-bankruptcy and during bankruptcy proceedings. Whether the transaction involves companies based in the United States or foreign countries, we are well positioned to assist clients in all aspects of the transaction. We have established relationships with counsel in a number of foreign countries with whom our attorneys partner to provide clients with all services required for the transaction.

Our Experience:


Manufacturing and Services Companies:

Represented a multi-national automobile parts manufacturing company in the acquisition in the United States of a division of a multi-national automobile parts manufacturing company and in a separate acquisition of an automobile parts manufacturing company.

Represent foreign purchaser of Iowa-based manufacturing company through asset purchase transaction.

Represented national equipment leasing company in $34.6 million asset sale transaction.

Represented national manufacturing company in $30 million combined asset acquisition and stock acquisition of two national manufacturing companies.

Represented construction company in $15 million asset sale transaction.

Represented minority Unit holder in $10 million buyout of majority Unit holder in service company client.

Represented service company client in $6 million capital stock acquisition transaction of related business.

Represented national manufacturing company in $6.625 million asset acquisition transaction of another national manufacturing company.

Represented foreign manufacturing client in $5.8 million controlling equity and debt investment transaction in U.S. manufacturing company.

Represented Employee Stock Ownership Plan in $5.3 million stock acquisition of controlling interest in steel fabrication company.

Represented national manufacturing company in $2.5 million combined public finance, construction credit facility, real estate acquisition, and new manufacturing plant construction project.

Represented regional service company in $2.3 million combined real estate and stock acquisition of related business by regional service company and $800,000 combined real estate and asset acquisition of related business.

Represented a national juice and food manufacturing company in the acquisition of a juice manufacturing company.

Represented a national equipment leasing company in the acquisition of an equipment leasing company.

Insurance and Financial Services:

Represented publicly held insurance holding company in merger with international insurance holding company for $2.9 billion cash.

Represented publicly held insurance company in $350 million acquisition of life insurance company. (First sponsored demutualization and acquisition of a mutual insurance company for stock in the United States.)

Represented publicly held insurance holding company in $375 million stock acquisition of financial services company.

Represented publicly held insurance holding company in $1.3 billion acquisition of life insurance companies.

Represented publicly held insurance holding company in $1 billion divestiture of subsidiary.

Represented publicly held insurance holding company in $180 million sale of banking subsidiary.

Represent mutual insurance holding company in connection with acquisition of mutual life insurance company through a mutual insurance holding company reorganization and merger.

Other Industries:

Represented NYSE company in merger transaction valued at $2.2 billion.

Represented rendering company in $90 million acquisition of second largest independent rendering business.

Represented rendering company in the sale of its business for $140 million.

Represented computer reseller business in sale valued at $25 million.

Represented telecommunications entity in acquisitions by merger and asset purchases of industry-related entities.

Represented buyer in tender offer for purchase and redemption of shares in privately held company valued at $5.3 million.

Represented buyer in purchases of two regional automotive dealerships involving multiple foreign and domestic manufacturer dealer agreements.

Represented automobile dealers in the purchase and sale of automobile dealerships.

Represented cable system design client in merger with publicly traded telecommunications company for cash and stock.

Represent businesses of various sizes in acquisition of assets or stock of other companies.

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