Represented Cybersecurity Company in Sale to PE Firm
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.
Advised Distributor in Part-Sale, Part-Rollover Transaction
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.
Ongoing Employment Counsel for Video Game Development Client
Miles & Stockbridge provides routine counseling and advice on a variety of employment matters for an interactive entertainment company. The firm’s work includes responding to employee concerns, counselling on ADA/FMLA issues and drafting and revising policies and procedures for employees located across the U.S. The firm also advised and assisted with employee investigations and, when necessary, responding to EEOC charges. Most recently, the firm represented the company in ERISA litigation filed by a former employee.
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