Described by Chambers USA, the worldwide leader in law firm rankings, as a “marketing-leading practice with substantial experience in a range of M&A matters,” the HSE M&A team represents clients in connection with transactions ranging in value from several million dollars to multi-billion dollars. We do this by knowing our client’s business, goals, and risk tolerance, so we can present a goal-oriented strategy suited for the specific circumstance.
We represent entrepreneurs and start-up organizations, middle-market and publicly traded corporations, private equity firms, and nonprofit organizations on transactions, including:
- Joint ventures
- Leveraged buyouts
- Management buyouts
- Mergers and acquisitions
- Sales, dispositions, and spinoffs
- Tender offers and go-private transactions
We guide our clients through every step of a transaction while collaborating with HSE attorneys in specialty practice areas such as employee benefits, intellectual property, labor, real estate, securities, and tax.
Additionally, we frequently coordinate aspects of transactions with special counsel in foreign jurisdictions and in the U.S., where necessary. Similarly, we act as special U.S. counsel to companies and law firms located in and outside of the U.S. in connection with specific aspects of transactions (e.g., employee benefits, environmental, intellectual property).
Select Transactions
- Represented a private equity backed platform company in connection with over six acquisitions of commercial and residential electrical, plumbing and HVAC service providers
- Represented Kennedy Mechanical Plumbing & Heating in connection with its sale to a Trinity Hunt Partners portfolio company
- Represented Moro Corporation (OTC), whose subsidiary Appolo Heating provides commercial and residential HVAC services, in connection with its sale to Blackford Capital
- Represented Independent Health in connection with its affiliation with MVP Health, which will form one of the largest health insurers in New York State
- Representing an independent registered investment advisor in connection with its $155,000,000 sale to a strategic buyer
- Representing a building automation integrator in connection with its approximately $300,000,000 sale to strategic buyer
- Representing a financial services company in connection with its $135,000,000 acquisition of an independent registered investment advisor
- Represented ESL Federal Credit Union in connection with its acquisition of Generations Bank
- Representing a telecommunications hardware and software provider in connection with its $290,000,000 sale to a strategic buyer
- Represented Consiliarium Group in its sale to a Highstreet Insurance Partners portfolio company
- Representing a private equity backed registered investment advisor/broker dealer in several acquisitions and with its ultimate $800,000,000 sale
- Represented HealthNow New York (BCBS provider in western and northeastern New York) in its affiliation with Highmark Health
- Represented The Golub Corporation (aka Price Chopper) in its merger with Tops Friendly Markets
- Representing an electronics recycler with its $30,000,000 sale to a private equity backed portfolio company
- Represented Foundation Building Materials in connection with its acquisition of Henrietta Building Supplies
- Representing a unified telecommunications provider in connection with its $270,000,000 sale to a private equity backed portfolio company
- Represented IEC Electronics (Nasdaq) in its $240,000,000 go-private sale to Creation Technologies
- Represented Monro, Inc. (Nasdaq) in the $105,000,000 sale of its wholesale tire and distribution assets to American Tire Distributors
- Represented Graham Corporation (NYSE) in its sale of Energy Steel (commercial nuclear utility business) to Hayward Tyler and in its acquisition of Barber-Nichols in cash and equity
- Represented American Express (NYSE) in the sale of its wholesale vacation business to a Bain Capital portfolio company and its acquisition of Mezi Mobile (a travel based AI company)
- Represented Karpus Management in its approximately $100,000,000 cross-border merger with City of London Investment Group (LSE)
- Represented West Herr Automotive Group in connection with various acquisitions ranging from a few million dollars to over $100,000,000
- Represented Transcat (Nasdaq) in over a dozen acquisitions and divestitures
- Represented Eastman Kodak Company (NYSE) in connection with more than two dozen transactions ranging in value from nominal consideration to over $650,000,000
Strategic Repositioning Quadrupled a Client’s Revenues
Where we started: Our client, Transmation, was a manufacturer and distributor of test equipment – micrometers, calibrators, pressure gauges, and similar instrumentation – with annual revenue of approximately $50 million. In 2000, with competitive pressures, the company was in financial distress and needed to restructure to remain viable. HSE’s M&A team was engaged to plot a strategic repositioning.
Our strategy: The first step was to sell two manufacturing subsidiaries. But while preparing the transactions, the 9/11 attacks occurred, inducing a recession and creating significant uncertainty in financial markets. The value of the subsidiaries dropped, as did the company’s revenues, producing acute fiscal challenges which imperiled both the sale of the subsidiaries and the company’s existing financial relationships. Ultimately with creative structuring, the HSE team was able to bring the transactions to closing, solidify the company’s balance sheet and create a future revenue stream as a distributor for one of the buyers.
The outcome: Within a year of the sale, the company was actively pursuing additional transactions as part of a new roadmap to grow the company. Now known as Transcat, Inc. (Nasdaq: TRNS), the company has transitioned from a business focused primarily on manufacturing to one engaged significantly in servicing and calibrating the sorts of equipment it previously manufactured. The once-challenged company has grown annual revenue in excess of $200 million and has increased its share price over 30x since 2001. Transcat now has market capitalization (as of July 8, 2021) of $473. Over the course of those 20 years, the HSE M&A team has advised Transcat on more than 30 transactions and five separate banking deals.
Key Contacts
Team
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Mark J. Stuhlmiller, CIPP/US, CIPP/E, CIPM, FIP
Counsel
Buffalo
716.844.3750
mstuhlmiller@hselaw.com -
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According to our clients:
“You won't find a better M&A team who works more competently and tirelessly, at a reasonable cost, for their clients.”
“Harter Secrest & Emery is hands down the best firm to work with for all M&A matters. I continually see HSE's attorneys in situations where they are across the table from larger firms, in many cases from major markets, and without fail, HSE's lawyers are better prepared, more professional, more informed and able to represent me my firm’s interest better than anyone."
