Jeffrey A. Markowitz

Miles & Stockbridge represented a building services client in its acquisition of a New England-based environmental systems company, expanding the client's energy and sustainability platform. The deal closed within 45 days of first sending transaction documents, addressed environmental issues at an adjacent property and used a “bolt-on” representations-and-warranties insurance product tailored to private-equity roll-up platforms.

Miles & Stockbridge represented a data center cooling solutions manufacturer in its sale to a full-service HVAC provider. The transaction — which closed in just nine weeks from letter of intent — required broad cross-disciplinary expertise including tax, real estate, antitrust, employee benefits, employment and intellectual property. The buyer was represented by counsel from a major national firm.

Miles & Stockbridge represented a facilities services company in its acquisition of a provider of planning, design and build services for government agencies and contractors operating in mission-critical facilities across the Washington region.

Represented a major university in its $31 million acquisition of a distressed office building in Northwest Washington, D.C., structured as a loan sale followed immediately by a deed in lieu of foreclosure. The agreement was structured to allow the buyer to exit the transaction at no risk if a clear path to ownership did not emerge and to avoid bankruptcy and similar risks, ultimately resulting in successful acquisition of the property.

Advised Merritt Properties and helped secure a $750 million strategic investment led by global investment firm Centerbridge Partners, positioning the privately held commercial real estate leader for its next phase of growth.  For decades, Miles & Stockbridge has served as a trusted legal advisor to Merritt, supporting the company's growth across its business. Building on that longstanding relationship, the firm advised Merritt through this transformative transaction, helping the company navigate complex corporate, financing, tax and regulatory issues while advancing its long-term business objectives.

Represented a cybersecurity and IT services provider serving credit unions and nonprofits in its acquisition by an IT services platform managed by a private equity firm for consideration of up to $30 million. The transaction included cash, rollover equity, an earnout and employment agreements, with workstreams covering corporate, tax, benefits (including a phantom equity plan), labor and employment and privacy/CUSO matters.

Miles & Stockbridge represented a distributor of electrical parts, lighting products and commercial shading solutions in a part-sale, part-rollover transaction with a private equity sponsor utilizing representations and warranties insurance, which required additional scrutiny of the seller’s diligence profile. The team navigated and resolved extensive diligence obstacles, including state sales and use tax exposures and employee benefits issues. They significantly reduced the buyer’s proposed client-transition holdback, negotiating a clean exit for two retiring partners and obtained favorable rollover equity and governance terms for the continuing partners.

Members of our Corporate, Securities & Tax Practice Group and our Government Contracts Practice Group recently represented Proteus Technologies Inc. in a sale to Arlington Capital Partners. Proteus Technologies is a software and systems engineering solutions firm supporting the intelligence community, with respect to its cybersecurity and signals intelligence needs.