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Mergers & Acquisitions

HBA advises companies in all aspects of merger and acquisition and joint venture transactions, ranging from small (less than $10 million) to very large (more than $1 billion).  These transactions involve many different client-types and industries, including manufacturing, fashion, health care, sports, entertainment, and media and technology, as well as a wide variety of transaction structures, including mergers, stock and asset purchases, joint ventures, leveraged buyouts, restructurings and recapitalizations, and takeovers. 

Our advice to clients encompasses counseling companies in connection with corporate governance and other matters that do not involve a pending transaction, transaction structuring, legal due diligence, and drafting and negotiating agreements and other transaction documentation. 

Every M&A transaction in which HBA is involved is led by a partner who is an experienced negotiator and who works hand-in-hand with the client to achieve favorable transaction documents and deal results.  As a full-service boutique firm, we work seamlessly with support practices such as bank and private finance, employment, intellectual property, and tax.  Furthermore, we understand the urgency of M&A transactions and are staffed to provide “24/7” service to our clients.

Notable clients/representations include:

3.1 phillip lim, in various international joint ventures involving this high-end fashion brand.

Access Industries, intellectual property and real estate matters in connection with $3.3 billion acquisition of Warner Music Group, LP.

Boston Red Sox, in the sale of its Sarasota Reds franchise to the Cincinnati Reds.

Broadcast Australia, in a joint venture to develop, install and operate a wireless communications network in the New York City subway station.

Cincinnati Reds, in the sale of its Sarasota franchise to the Pittsburgh Pirates.

City File, in the sale of its Gawker Media business.

Columbus Capital Partners, in the stock purchase of a health care printing company, various other M&A and joint venture activities in the health care and technology arena, and the stock sale of the company’s automotive warranty business.

Contempo Ceramic Tile, an independent distributor of high-end ceramic and natural stone tile, granite and marble, in its sale to Chicago Growth Partners.

Fenway Sports Group, in its purchase of the minor league baseball team the Salem Avalanche, and the sale of the company’s FanFoto business.

Financo, in financial advisory representation of this investment bank for the acquisition of the leading women’s apparel retailer Talbots; the sale by a direct marketing and retail company of more than $100 million in assets to Foot Locker; and the restructuring of Gottschalks, a regional department and specialty store chain.

Flexplay Technologies, in its reverse triangular merger with a subsidiary of Convex Group headed by WebMD founder Jeff Arnold.

Hancock Park Associates, in its leverage buyout of Project Time & Cost, a provider of cost engineering and forensic consulting services, and its acquisition of Brown & Coles Stores, a regional grocery store chain, pursuant to a Chapter 11 Plan of Reorganization.

HSBC Capital (USA) Inc., in its leverage buyout of VLS Recovery Services, a waste management and railcar cleaning service provider.

HSBC Capital (USA) Inc., in connection with its leveraged buyout of Venture Aircraft LLC, a California-based manufacturer of precision crafted sheet metal and machined components for the aerospace industry. 

Key Travel, in a roll-up acquisition strategy involving travel wholesalers.

Madison Square Garden, in a joint venture with Cirque de Soleil for the Banana Schpeel production.

MediMedia USA, in its equity purchase of a pharmaceutical marketing and sampling company.

Optionable, Inc., in connection with an unsolicited public tender offer to purchase 100% of the company’s outstanding stock by its former Chairman.

Palmfund Management, in its leverage buyout of the legal, tax and regulatory publishing operations of LexisNexis in Australia, Chile and Mexico.

Prospect Manufacturing, in its asset purchase of an aerospace and aircraft engine part manufacturer.

Public Image Limited Men’s Modeling, in its acquisition of IMG’s men’s modeling division and associated assets.

Rutland Plastics Technologies, in its acquisition of Union Ink Company, a manufacturer of screen printing inks.

Rutland Plastics Technologies, in connection with its acquisition of the plastisol screen printing inks assets of QCM Company.

Smith West, in the sale of its assets to a private equity group led by American Capital Strategies.

Transmission Developers, Inc., in the recapitalization and financing of TDI and its affiliates during a significant equity investment by the Blackstone Group.

TrustYou, GmbH, in its acquisition of U.S. based competitor, Review Analyst.