Universal Flavors: Lead counsel for the roll-up of multiple acquisitions on behalf of international flavor and fragrance company Universal Flavors (Indianapolis). Served as primary legal counsel in its sale to Sensient Technologies Corp. (NYSE: SXT).
High Technology, Inc.: Advised on the successful reorganization and led negotiations for its sale to Arrow Electronics, Inc. (NYSE: ARW).
Schnuck Markets, Inc.: Lead counsel in the acquisition of National Food Stores (a subsidiary of Loblaw Companies Limited). Played a key role in antitrust strategy and negotiations with the FTC and Missouri Attorney General. Also advised on other major Schnuck acquisitions.
Marine Transport Lines (NASDAQ: MTLI): Lead counsel in a successful proxy fight for control. Elected Chairman of the Board, restructured management, and led the sale to a private equity fund—growing share value from $5.50 to $25.25 over four years.
Todd Shipyards Corporation (NYSE: TOD): Lead counsel in a proxy contest and subsequent settlement. Served on the Board and key committees. Later led the sale to Vigor Industrial, including all securities filings.
Jones Medical Industries, Inc. (NASD: JMED): Lead counsel for the company’s initial public offering.
Enterprise Bank / Enterprise Financial Services Corp. (NASD: EFSC): Founding investor and legal architect of the bank’s formation and private equity raise. Served as outside general counsel.
Midland Development Group: Lead counsel in the sale of the company and affiliated real estate partnerships to an UPREIT affiliated with Regency Centers Corp. (NYSE: REG).
KPLR-TV: Negotiated the sale of the station from Koplar Communications to Acme Television, Inc. (NASD: ACME), in partnership with Time Warner Communications.
Bock Pharmacal Company: Advisory board member and lead counsel in the company’s sale to Sanofi Aventis, LLC (NYSE: SNY).
McCarthy Construction Companies: Represented the owner in the sale to management and an Employee Stock Ownership Plan (ESOP).
Sequa Corp. (NYSE: SQA): Lead outside transaction counsel in the $2.3 billion sale to an affiliate of The Carlyle Group.
Vatterott College: Negotiated the sale of the for-profit college to Wellspring Capital Management.
Blue Cross Blue Shield of Missouri: Special counsel to the Board in resolving litigation with Attorney General Nixon, resulting in the creation of the Missouri Foundation for Health.
General American Corporation: Special counsel to the Board during a financial crisis triggered by a Moody’s downgrade and GIC contract put rights.
Anheuser-Busch: Advised individual Board members during negotiations for the company’s sale to InBev.
Maritz Corporation: Lead counsel in resolving a shareholder dispute, culminating in the successful redemption of minority shareholders.
Adams Mark™ Hotels: Lead counsel in the multi-phase sale of the hotel chain, including the final transaction with Whitehall Real Estate Funds, an affiliate of Goldman Sachs.
Merchants Group, Inc. (AMEX: MGI): Lead counsel in the auction and sale to American European Group, Inc.
Soleo Health Holdings: Represented management in equity rollover, compensation, and contractual matters related to its sale to H.I.G. Capital.
Surdex Corporation: Represented this geospatial firm in its sale to Bowman Consulting Group (NASDAQ: BWMN).
Significant Transactions
Universal Flavors: Lead counsel for the roll-up of multiple acquisitions on behalf of international flavor and fragrance company Universal Flavors (Indianapolis). Served as primary legal counsel in its sale to Sensient Technologies Corp. (NYSE: SXT).
High Technology, Inc.: Advised on the successful reorganization and led negotiations for its sale to Arrow Electronics, Inc. (NYSE: ARW).
Schnuck Markets, Inc.: Lead counsel in the acquisition of National Food Stores (a subsidiary of Loblaw Companies Limited). Played a key role in antitrust strategy and negotiations with the FTC and Missouri Attorney General. Also advised on other major Schnuck acquisitions.
Marine Transport Lines (NASDAQ: MTLI): Lead counsel in a successful proxy fight for control. Elected Chairman of the Board, restructured management, and led the sale to a private equity fund—growing share value from $5.50 to $25.25 over four years.
Todd Shipyards Corporation (NYSE: TOD): Lead counsel in a proxy contest and subsequent settlement. Served on the Board and key committees. Later led the sale to Vigor Industrial, including all securities filings.
Jones Medical Industries, Inc. (NASD: JMED): Lead counsel for the company’s initial public offering.
Enterprise Bank / Enterprise Financial Services Corp. (NASD: EFSC): Founding investor and legal architect of the bank’s formation and private equity raise. Served as outside general counsel.
Midland Development Group: Lead counsel in the sale of the company and affiliated real estate partnerships to an UPREIT affiliated with Regency Centers Corp. (NYSE: REG).
KPLR-TV: Negotiated the sale of the station from Koplar Communications to Acme Television, Inc. (NASD: ACME), in partnership with Time Warner Communications.
Bock Pharmacal Company: Advisory board member and lead counsel in the company’s sale to Sanofi Aventis, LLC (NYSE: SNY).
McCarthy Construction Companies: Represented the owner in the sale to management and an Employee Stock Ownership Plan (ESOP).
Sequa Corp. (NYSE: SQA): Lead outside transaction counsel in the $2.3 billion sale to an affiliate of The Carlyle Group.
Vatterott College: Negotiated the sale of the for-profit college to Wellspring Capital Management.
Blue Cross Blue Shield of Missouri: Special counsel to the Board in resolving litigation with Attorney General Nixon, resulting in the creation of the Missouri Foundation for Health.
General American Corporation: Special counsel to the Board during a financial crisis triggered by a Moody’s downgrade and GIC contract put rights.
Anheuser-Busch: Advised individual Board members during negotiations for the company’s sale to InBev.
Maritz Corporation: Lead counsel in resolving a shareholder dispute, culminating in the successful redemption of minority shareholders.
Adams Mark™ Hotels: Lead counsel in the multi-phase sale of the hotel chain, including the final transaction with Whitehall Real Estate Funds, an affiliate of Goldman Sachs.
Merchants Group, Inc. (AMEX: MGI): Lead counsel in the auction and sale to American European Group, Inc.
Soleo Health Holdings: Represented management in equity rollover, compensation, and contractual matters related to its sale to H.I.G. Capital.
Surdex Corporation: Represented this geospatial firm in its sale to Bowman Consulting Group (NASDAQ: BWMN).
Significant Transactions
Universal Flavors: Lead counsel for the roll-up of multiple acquisitions on behalf of international flavor and fragrance company Universal Flavors (Indianapolis). Served as primary legal counsel in its sale to Sensient Technologies Corp. (NYSE: SXT).
High Technology, Inc.: Advised on the successful reorganization and led negotiations for its sale to Arrow Electronics, Inc. (NYSE: ARW).
Schnuck Markets, Inc.: Lead counsel in the acquisition of National Food Stores (a subsidiary of Loblaw Companies Limited). Played a key role in antitrust strategy and negotiations with the FTC and Missouri Attorney General. Also advised on other major Schnuck acquisitions.
Marine Transport Lines (NASDAQ: MTLI): Lead counsel in a successful proxy fight for control. Elected Chairman of the Board, restructured management, and led the sale to a private equity fund—growing share value from $5.50 to $25.25 over four years.
Todd Shipyards Corporation (NYSE: TOD): Lead counsel in a proxy contest and subsequent settlement. Served on the Board and key committees. Later led the sale to Vigor Industrial, including all securities filings.
Jones Medical Industries, Inc. (NASD: JMED): Lead counsel for the company’s initial public offering.
Enterprise Bank / Enterprise Financial Services Corp. (NASD: EFSC): Founding investor and legal architect of the bank’s formation and private equity raise. Served as outside general counsel.
Midland Development Group: Lead counsel in the sale of the company and affiliated real estate partnerships to an UPREIT affiliated with Regency Centers Corp. (NYSE: REG).
KPLR-TV: Negotiated the sale of the station from Koplar Communications to Acme Television, Inc. (NASD: ACME), in partnership with Time Warner Communications.
Bock Pharmacal Company: Advisory board member and lead counsel in the company’s sale to Sanofi Aventis, LLC (NYSE: SNY).
McCarthy Construction Companies: Represented the owner in the sale to management and an Employee Stock Ownership Plan (ESOP).
Sequa Corp. (NYSE: SQA): Lead outside transaction counsel in the $2.3 billion sale to an affiliate of The Carlyle Group.
Vatterott College: Negotiated the sale of the for-profit college to Wellspring Capital Management.
Blue Cross Blue Shield of Missouri: Special counsel to the Board in resolving litigation with Attorney General Nixon, resulting in the creation of the Missouri Foundation for Health.
General American Corporation: Special counsel to the Board during a financial crisis triggered by a Moody’s downgrade and GIC contract put rights.
Anheuser-Busch: Advised individual Board members during negotiations for the company’s sale to InBev.
Maritz Corporation: Lead counsel in resolving a shareholder dispute, culminating in the successful redemption of minority shareholders.
Adams Mark™ Hotels: Lead counsel in the multi-phase sale of the hotel chain, including the final transaction with Whitehall Real Estate Funds, an affiliate of Goldman Sachs.
Merchants Group, Inc. (AMEX: MGI): Lead counsel in the auction and sale to American European Group, Inc.
Soleo Health Holdings: Represented management in equity rollover, compensation, and contractual matters related to its sale to H.I.G. Capital.
Surdex Corporation: Represented this geospatial firm in its sale to Bowman Consulting Group (NASDAQ: BWMN).