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Dickstein Shapiro’s Corporate & Finance Group represents capital providers, borrowers, and securities issuers in all legal aspects of private debt and equity financings. The firm has experience in originating, syndicating, closing, and servicing a broad range of complex private financings of operating businesses. The group’s lending practice includes many forms of senior, mezzanine, second lien, and other junior debt, representing both lenders and borrowers, and providing sophisticated and practical representation in debtor/creditor, collateral, and intercreditor matters. Dickstein Shapiro’s equity finance work for both investor and issuer clients includes venture capital and similar early-stage transactions, and many forms of later-stage private equity capital formation, with industry-specific knowledge in a broad range of areas. Group attorneys routinely draw on Dickstein Shapiro’s Bankruptcy Practice (in the Litigation Group) in giving their clients the most nuanced and up-to-date advice in debt-related transactions. The firm’s tax, intellectual property, environmental, communications, and other regulatory practitioners stand ready to provide significant experience as needed in transaction engagements, and firm attorneys in each of these disciplines devote a major part of their time to the support of financing transactions. The group’s deep experience with institutional capital provider clients of many types allows it to interact smoothly and efficiently with its clients’ internal transaction processes and procedures. Dickstein Shapiro attorneys pride themselves on their ability to resolve obstacles to closing while maximizing their clients’ positions in transactions and minimizing risk.

Representative engagements include:

• Representation of a private equity investor in the sale of substantially all of the assets of Powell Plant Farms, Inc., a bedding plants grower;
• Representation of a private equity investor in the sale of all of the outstanding capital stock of Startec Global Communications Corporation, a reseller of dial-around phone services;
• Representation of a private equity investor in the acquisition of majority ownership of Tappan Wire & Cable, Inc., a specialty cable manufacturer;
• Representation of Stone Street Capital, Inc. and sole shareholder in the sale of substantially all of the assets of Stone Street Capital, Inc., a purchaser of structured settlements and awards;
• Representation of several start-up ventures in their initial private placement of equity securities;
• Advising Gladstone Capital Corporation in several debt workouts and related asset acquisitions;
• Representation of Harbour Group, along with several shareholders, in its sale of outstanding stock of Wood Structures Inc., New England’s largest wood truss manufacturer and engineered wood products distributor, to Roark Wood Structures Holding Corporation of Delaware;
• Representation of Harbour Group, along with several shareholders, in its sale of all of the outstanding stock of CCS Enterprises, Inc., a leading chimney and hearth industry supplies company, to Interline Brands, Inc. of New Jersey;
• Representation of Harbour Group in the acquisition of LBL Lighting f/k/a Lightning Bug Ltd., a leading designer and manufacturer of branded, high-quality architectural lighting systems for commercial and residential use;
• Representation of Harbour Group and a number of co-investors in the acquisition of Lincoln Industrial Corp. and its other U.S. and foreign subsidiaries that manufacture and market lubrication and material dispensing equipment and related products and services, Harbour Group’s largest transaction to date;
• Representation of Emergent Telecom Ventures, a fund formed by the former Chairman of Telefónica S.A., in its $215 million acquisition of a 71 percent interest in PeterStar, a Russian telephone company based in St. Petersburg, Russia, and owned by Metromedia International Group, Inc., a U.S. public company controlled by John Kluge;
• Representation of Harbour Group in the sale of Fluid Enterprises to Olympus Partners (terms undisclosed);
• Representation of Harbour Group in the sale of C-Tech Industries to Alfred Karcher Holdings, Inc. (terms undisclosed);
• Representation of Harbour Group in connection with the acquisition of Tech Lighting L.L.C., a leading designer and manufacturer of branded, high quality architectural lighting systems (terms undisclosed);
• Representation of Friedman, Billings, Ramsey & Co., Inc., an investment banking firm, in connection with the spin-off by Resource America, Inc., a Nasdaq-listed company, of its wholly owned subsidiary Atlas America, Inc., also a Nasdaq-listed company, which develops natural gas properties and pipelines;
• Representation of Harbour Group in the sale of MW Industries, Inc. to Quad-C Partners VI, L.P. (terms undisclosed);
• Representation of Allied Capital Corporation in the $84.7 million sale of Wyoming Technical Institute to Corinthian Colleges, Inc.;
• Representation of Harbour Group in the acquisition of Merit Industries, Inc., the worldwide leader in touch-screen entertainment systems, from The Riverside Company (terms undisclosed);
• Representation of Harbour Group in the acquisition of Auto Meter Products, Inc., a leading manufacturer of high-performance racing instruments (terms undisclosed);
• Representation of the private equity group of a major investment banking firm in the restructuring and licensing of certain international filming and television distribution rights held by Alliance Atlantis;
• Representation of Harbour Group in its acquisition of Top Knobs, Inc., a leading designer and distributor of knobs, pulls, and handles for kitchen and bath cabinets and appliances;
• Representation of Harbour Group in its acquisition of Watchfire, a designer, manufacturer, and marketer of digital light-emitting diode (LED) signage, billboards, and related software and services for a variety of outdoor commercial display applications;
• Representation of a private equity investor in the acquisition of all of the assets of Sweet Traditions, LLC, an operator of 12 Krispy Kreme franchises and manufacturing facilities, in a bankruptcy 363 sale;
• Representation of a lender/equity investor in restructuring debt and acquiring all of the assets of a small publishing company;
• Representation of Harbour Group in the acquisition by merger of Time-O-Matic, Inc., a company engaged in the business of designing and manufacturing signs and displays;
• Representation of Competitive Power Ventures, Inc. (CPV), an energy development company in the sale of substantially all of the assets of CPV Warren, LLC, a project company that owned a power plant development project, to Virginia Electric and Power Company;
• Representation of Kelson Energy III LLC (private equity investor) as stalking horse bidder in its potential acquisition of substantially all of the assets of the bankrupt Southaven Power, LLC, the owner of a 810 megawatt power plant;
• Representation of issuer (private equity investor) and management equity holders in the sale of all of the outstanding equity interests of CPV Wind Ventures, LLC, a wind energy power developer with 18 wind energy power projects, to Iberdrola Renewable Energies USA, Ltd.;
• Representation of Lincoln Holdings Inc. and its subsidiaries, designers and manufacturers of lubrication systems and related products, in negotiation and implementation of first and second lien syndicated credit facilities to refinance acquisition indebtedness and fund pending acquisitions;
• Representation of a private equity investor in the sale of all of the outstanding equity interests of MASSPOWER, a cogeneration facility, and certain related entities to BP North America;
• Representation of Pacific Media Capital in loans to Gormally Broadcasting LLC to finance the acquisition of a television station;
• Representation of start-up entity Synchrony Health LLC in the acquisition of weight loss surgical centers;
• Representation of a private equity investor in its acquisition of a majority equity interest in Border Foods, Inc.;
• Representation of a private equity investor in connection with the sale of its equity interest in Diversified Group Administrators, Inc.;
• Representation of Harbour Group in its sale of all of the equity interest in Eckler Enterprises, Inc., a seller and catalog distributor of aftermarket and restoration automotive parts and accessories, to Century Park Capital Investors;
• Representation of PlanetGov, Inc., a privately held business to government internet company, in the sale of its shares of Series A Preferred Stock and debentures convertible into shares of Series B Preferred Stock to a venture capital firm and other investors;
• Representation of Warburg Pincus in connection with the structuring, negotiation, and closing of two separate venture capital investments in recently formed companies in the independent power industry;
• Representation of Special Situations Private Equity Fund, L.P., a private equity hedge fund, in connection with various private equity investments in public companies;
• Representation of Allied Capital Corporation as mezzanine lender in numerous middle market acquisition and other financing transactions;
• Representation of Harbour Group and its affiliated entities in connection with the closing of numerous acquisition loans and working capital lines of credit made available from syndicates of senior and mezzanine lenders;
• Representation of Trident Global Water Partners, LLC, a joint venture among John Hancock Life Insurance Company, New York Life Insurance Company, and Poseidon Water LLC for the ownership and financing of international water supply and wastewater treatment projects;
• Representation of Allied Capital Corporation in its sale of WyoTech Acquisition Corporation to Corinthian Colleges, Inc.;
• Representation of Instituto de Banca y Comercio, Inc., the largest for-profit postsecondary school in Puerto Rico, in its acquisition of National College of Business & Technology, Inc.;
• Representation of Instituto de Banca y Comercio, Inc. and National College of Business & Technology, in the sale of their stock to New York private equity firm Leeds Equity Partners LLC; and
• Representation of Summitt Partners in its $196 million acquisition of online education provider Touro University International from Touro College of New York.