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Business Transactions


Overview

Carlton Fields’ business transactions team combines deep industry knowledge with innovative, big-picture thinking to advance our clients’ business goals. We advise and represent public and privately-held companies and key players that operate in sectors including finance; private equity and venture capital; health care; technology; and media, entertainment, and sports. Our comprehensive practice focuses on responsiveness and collaboration in matters that range from counseling on day-to-day operations and routine matters, to managing and closing the most complex transactions.

 

Experience

  • Closed a $100 million purchase of preferred equities in a public REIT for our client (itself a public REIT)
  • Assisted a U.S. tech private equity fund in acquiring, from a South Africa-based company, a substantial equity interest in a Brazilian entity that provides platform solutions for e-commerce
  • Closed a $1.25 billion five-year credit facility
  • Assisted a waste remediation company in negotiating and closing $15 million of mezzanine financing (including warrants) and in restructuring the company from a Texas limited partnership into a Delaware subchapter S corporation
  • $7 billion merger between two telecom companies, including alternative merger agreements and joint proxy statement and related public securities registrations
  • $1 billion leveraged buyout of cell phone equipment provider 
  • $500 million worth of acquisitions by, and recapitalization of, an investment company and subsidiaries, including purchase and restructuring of operating companies and assets, senior credit facility, purchase of loan portfolios, and master debt financing facility 
  • $500 million acquisition by a NYSE-listed television broadcast company of another television broadcast company and its 15 network-affiliated television stations serving 13 television markets 
  • $190 million reorganization and related financings, assets sales, and acquisitions for a private financial services company 
  • $100 million tender offer for and acquisition by a NASDAQ-listed international apparel corporation of another apparel company 
  • Joint proxy statement and related public securities registrations for the $75 million merger of insurance and health software companies 
  • Representation of various companies in their issuances of private common and preferred stock, limited liability company interests, and limited partnership interests (over $1 billion in the aggregate)
  • $375 million in private placements of telecom company’s common stock 
  • $373 million secondary public offering of a staffing company’s common stock 
  • $135 million initial public offering of a digital manufacturing company’s common stock

 

All Insights

Supreme Court to Resolve Copyright Registration Circuit Split

Supreme Court to Resolve Copyright Registration Circuit Split

July 2, 2018

The U.S. Supreme Court agreed to hear a case that should resolve the longstanding question surrounding what is required for a plaintiff to bring a copyright infringement claim. This article discusses the different approaches taken by the circuits and the reasons why the Supreme Court’s decision will be important.

New Tax Law Eliminates 30-Day Safe Harbor Against CFC Status

New Tax Law Eliminates 30-Day Safe Harbor Against CFC Status

March 31, 2018

The recent tax law changes have focused primarily on corporate income tax, and in the international context, mostly on outbound tax matters.

Major Disruption in the Use of Technology and Trademarks in the Insurance Industry

Major Disruption in the Use of Technology and Trademarks in the Insurance Industry

December 29, 2017

A major study recently emerged regarding insurance industry brands.

The SEC Addresses Initial Coin Offerings

The SEC Addresses Initial Coin Offerings

September 26, 2017

Are virtual coins or digital tokens created and disseminated using distributed ledger or blockchain technology “securities” under the federal securities laws? Maybe, depending on the facts and circumstances.

Business Continuity and Disaster Recovery Checklist

Business Continuity and Disaster Recovery Checklist

September 7, 2017

Conducting a risk assessment and putting a business continuity plan in place now might mean the difference between hours out of operation and days out of operation.

Second Circuit Martoma Ruling, Affirming Tippee’s Conviction, Backtracks on Newman, and Adds Yet More Uncertainty to Ever-Evolving Insider Trading Law

Second Circuit Martoma Ruling, Affirming Tippee’s Conviction, Backtracks on Newman, and Adds Yet More Uncertainty to Ever-Evolving Insider Trading Law

August 29, 2017

Dueling opinions in the Second Circuit in United States v. Martoma once again transformed insider trading law by modifying, if not overruling, the circuit's prior decision in United States v. Newman.

Non-Union Employers Beware: Your Employee Handbook May Violate Employees’ Rights

Non-Union Employers Beware: Your Employee Handbook May Violate Employees’ Rights

May 12, 2017

On May 10, 2017, Administrative Law Judge (ALJ) Robert A. Ringler issued a decision finding that Tucson-based G&E Real Estate Management Services violated the National Labor Relations Act (the Act) by maintaining similar policies, along with 15 other unlawful policies, in its Employee Handbook.

.Health: What You Need to Know About the Internet’s Newest Domain Name

.Health: What You Need to Know About the Internet’s Newest Domain Name

April 25, 2017

On May 8, the new .health Internet top-level domain opens up to members of the health care industry and will be awarded on a “first-come, first-served” basis

3 Things Contractors Should Do Now to Ensure “Buy American” Compliance in the Wake of Trump’s Executive Order

3 Things Contractors Should Do Now to Ensure “Buy American” Compliance in the Wake of Trump’s Executive Order

April 21, 2017

"Buy American, Hire American" is no longer just a campaign slogan. It is the subject of an Executive Order signed by President Trump on April 19. The order details the Trump administration’s policy of ensuring compliance with existing domestic preference requirements.

Scratching the Surface: The FTC’s Phishing Tips for Victim Companies Are a Good First Step but Companies Should Not Stop There

Scratching the Surface: The FTC’s Phishing Tips for Victim Companies Are a Good First Step but Companies Should Not Stop There

March 13, 2017

In one type of phishing, fraudsters impersonate your business when contacting consumers. Phishing victims think they’re giving information to your company — by phone or Internet —but instead give personal or financial information to the fraudster.

China Tightens Regulations on Investing Insurance Funds in Shares of Listed Companies

China Tightens Regulations on Investing Insurance Funds in Shares of Listed Companies

March 8, 2017

The entire Chinese economy, including its insurance industry, has experienced rapid growth in recent years. Speculative investments have become an inevitable byproduct of this growth. One of the most well-known examples of a risky insurance company investment was the bitter takeover battle by Evergrande and Baoneng for control of China Vanke Co. Ltd. (Vanke), China’s biggest real property company (by sales).

Considerations for Foreign Travelers to the U.S. Under the New Administration

Considerations for Foreign Travelers to the U.S. Under the New Administration

March 8, 2017

Travel to the United States, with its new immigration enforcement-minded administration, will require foreign travelers to be even more aware of the rules governing border protection, and take advantage of the travel programs still available to ease the inspections when entering the United States.

Leasing Retail Stores in New York City

Leasing Retail Stores in New York City

March 8, 2017

New York City is a fascinating and dynamic retail market. It is also one of the most competitive and challenging, requiring a careful and methodical approach to leasing to avoid potential commercial and legal pitfalls

Tightening the Tax Screws on International IP Structures

Tightening the Tax Screws on International IP Structures

March 8, 2017

For many years prudent international tax planning for multinational enterprises has included structures designed to minimize global taxes by developing or holding intangible property (IP) in foreign subsidiaries located in low-tax jurisdictions.

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Disclaimer

The information on this website is presented as a service for our clients and Internet users and is not intended to be legal advice, nor should you consider it as such. Although we welcome your inquiries, please keep in mind that merely contacting us will not establish an attorney-client relationship between us. Consequently, you should not convey any confidential information to us until a formal attorney-client relationship has been established. Please remember that electronic correspondence on the internet is not secure and that you should not include sensitive or confidential information in messages. With that in mind, we look forward to hearing from you.