Business Transactions

Details

HunterMaclean’s business transactions attorneys handle a variety of corporate issues for clients throughout Georgia and the United States.

Attorneys in this practice area have extensive experience in general corporate representation; formation and organization of business entities; debt and equity capitalization of business entities; commercial transactions; mergers, acquisitions, and other business reorganizations; corporate, tax, and business planning matters for businesses; shareholder rights issues; and contract drafting and negotiation. HunterMaclean also represents its business clients in private securities offerings, SEC compliance matters, “blue sky” compliance matters, and private resales of restricted securities.

Experience

• Representing the majority shareholders in the sale of all of the outstanding stock of a local manufacturing company for approximately $97 million. The purchase price was paid in cash, by the issuance of senior and junior subordinated notes, and by the issuance of restricted stock of the purchaser to certain of the selling shareholders.
• Representing a large national manufacturing company in the sale of all of the outstanding stock of its parent company for approximately $350 million. Immediately following the consummation of the sale, HunterMaclean assisted the new owner in selling all of the assets of the large manufacturing company to a Chicago-based Delaware limited partnership for approximately $225 million.
• Representing a local hospital in connection with the consolidation through a joint operating venture of another local hospital. This transaction involved the combination and consolidation of upwards of twenty nonprofit and for-profit entities through both stock and non-stock transactions. This transaction also involved the issuance of tax-exempt bonds.
• Representing a national manufacturing company in the sale of its stock, which was traded on the New York Stock Exchange, to another publicly traded manufacturing company. This transaction occurred in two parts: first, the acquisition of 50.1% of the outstanding stock of our client and second, the merger of HunterMaclean’s client with and into the purchaser.
• Representing the sole shareholder of a Savannah-based retail company with thirty-six stores located in Florida, Georgia, North Carolina, and South Carolina in connection with the sale of all of its outstanding stock for approximately $6 million.
• Representing an Atlanta-based heating and air conditioning company in connection with its efforts to roll up approximately fifteen other heating and air conditioning companies nationwide immediately prior to a public offering of the shares of the consolidated entity. When negotiations with a number of the target entities were terminated, HunterMaclean represented the shareholders of the founder company in the sale to a publicly held corporation of all of its assets.
• Representing a community bank in connection with the private offering of its securities to raise approximately $2 million of capital from investors in the states of Georgia, North Carolina, and South Carolina. HunterMaclean handled all corporate and securities issues in connection with these transactions, including compliance with exemptions from the federal and applicable state securities laws.
• Representing the board of directors of a local manufacturing company in connection with the sale of all of the stock of the company by the sole shareholder, an employee stock ownership plan, for approximately $9 million.
• Representing a Georgia limited liability company in connection with the acquisition of all of the stock of a local manufacturing company for approximately $3 million.
• Representing a local company in connection with the private offering of its securities to raise approximately $1 million of capital from investors in the states of Florida, Georgia, Illinois, South Carolina, and Wisconsin. HunterMaclean handled all corporate and securities issues in connection with these transactions, including compliance with exemptions from the federal and applicable state securities laws.

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