Benesch is a law firm that has built its practice and reputation in the corporate arena as a provider of sophisticated transactional services to private and public companies. Both nationally and internationally, we have served clients such as Myers Industries, American Greetings, Bridgestone, Timken and Eaton Corporation.
Benesch is headquartered in Cleveland, OH and has strategically placed offices in Chicago, IL; Columbus, OH; Hackensack, NJ; Indianapolis, IN; Philadelphia, PA; Wilmington, DE and Shanghai, China to meet the needs of our clients. We also have national and international relationships with the law firms within our TerraLex network. TerraLex is an international network of law firms covering approximately 165 jurisdictions that are dedicated to helping U.S. and foreign companies successfully do business across borders. We have counseled European and other international clients through our offices in the U.S., and if needed, we will call on our TerraLex affiliates globally to assist with their transactional needs but we continue to “quarterback” the transaction. We also have a deeply rooted corporate relationship with an international firm headquartered in the U.K. which has no U.S. based offices but offices throughout Europe, Asia and South America.
Benesch’s experience in the M&A and Private Equity areas is deep and is complimented with a multi-disciplinary practice as needed to support our clients. These complimentary practice areas include lawyers that focus in real estate, tax, intellectual property, healthcare and employee benefits matters. Additionally, we have serviced clients as a team with our strong regulatory experience in the areas of environmental law, antitrust, FTC matters and regulated healthcare. At Benesch, we develop a unique approach to each matter because we understand there may be different strategies needed for each distinctive transaction.
Mergers & Acquisitions
Benesch has been assisting large multinational, middle market and emerging companies in connection with complex public and private mergers and acquisitions as well as joint ventures since the 1950s. We have more than 40 corporate attorneys who are solely devoted to this market and consider it to be one of the firm’s greatest strengths.
Benesch has well versed commercial lawyers who are adept in conducting in-depth, value-added legal due diligence exercises under varying legal systems in the United States, Europe, Asia and Canada. We represent a number of clients headquartered overseas who seek out North American acquisitions, joint ventures and other strategic alliances. We counsel clients in all aspects of complex M&A transactions, including diligence, structure, negotiation, documentation and execution. Benesch’s high degree of sophistication and high level of practice reflects the decades that our M&A lawyers have spent doing deals domestically and abroad. Our sophistication and practice standards, combined with our entrepreneurial tradition, enable us to deliver practical advice and assistance to clients on a cost-effective and value-added basis. Mergers and acquisition issues are frequently time sensitive and require an understanding of a target’s business – our lawyers are commercially attuned, and are well trained to work quickly and carefully under demanding situations, and to draft and negotiate legal documents tailored to specific business requirements.
We have the proven ability to assemble highly effective, responsive and motivated teams on a global level. Our team approach allows us to meet the demands of sophisticated commercial transactions which often require advice on a number of issues including securities, tax, real estate, environmental, intellectual property, pension and competition law issues around the globe.
Major transactions are more and more the subject of regulatory scrutiny. Our lawyers have sought and obtained regulatory approval of mergers in a large number of industries and jurisdictions. We have participated in merger review and compliance with regulatory bodies in the U.S. and abroad.
We counsel our clients in all aspects of their M&A transactions, including the following:
Structuring the transaction, including the selection and establishment of the appropriate acquisition or merger vehicle.
Conduct due diligence into the business and affairs of the target company.
Preparation of the requisite transactional and ancillary documentation.
Legal, regulatory and compliance issues, including in relation to financial assistance, listing requirements, securities laws and stock exchange rules, public offers, general offers and take-overs.
Employment law issues and the transfer of employment contracts in the transfer of a business.
Capital and shareholding structures.
Tax consequences and available exemptions including in relation to value added tax, stamp duties and income tax.
In the last two years, we have completed more than 120 purchase, sale or joint venture transactions both nationally and internationally, many of which have involved businesses for which we helped create the buy- or sell-side strategy in concert with the company’s financial advisor/investment banker.
One of Benesch’s core competencies is the representation of private equity firms, including leverage buyout firms, growth equity firms, mezzanine funds, and portfolio companies located both domestically and off shore, in the acquisition, financing, operation and ultimate disposition of their assets and in the formation and ongoing operation of the fund itself.
Dedicated to fully understanding our clients, their businesses and their industries, we develop client-focused teams. These teams ensure first class legal service and continuity of personnel, view business issues from our clients’ perspective, and assist in discovering the best legal services to address our clients’ needs, drawing upon the strengths of diverse, knowledgeable and experienced lawyers.
Our Private Equity Group is comprised of attorneys with individual specialties that include corporate finance, tax, subordinated lending, senior lending, including second lien lending, securities, recapitalizations, buyouts, mergers and acquisitions and restructuring. We have a successful track record assisting investment firms in reaching their business objectives, including fund formation and maintenance, solicitation of capital, acquisitions, management of portfolio companies, divestitures, leveraged buyouts, PIPEs, SPACS and distressed assets and debt. In addition, we have substantial experience taking private-equity-backed companies public, publicly-traded companies private and in the issuance of public debt. Furthermore, we are equally conversant in representing the company seeking an investment from or an acquisition by a private equity firm.
We believe that our private equity practice is differentiated from that of our competitors because of our focus on the middle market as outside general counsel, our ability to represent portfolio companies post-acquisition on a responsive and affordable basis, our CEO-centric program, our network of deal sources and our commitment of always staffing projects with teams led by senior attorneys that are actively involved in the process.
As a firm, we focus our practice on middle market companies. This allows us to provide immediate value to private equity clients as we recognize changing market conditions, identify potential transactions and proactively counsel portfolio companies in their day-to-day operations. We believe that our emphasis on middle market companies and the industries they are in makes us a value-added partner in today’s private equity marketplace.
We offer a strong CEO-centric program, where we team successful CEOs with private equity firms to create industry focused transactions. We actively identify and qualify these CEOs before introducing them into CEO-centric private equity firms. In addition, we provide an ongoing program to attract managers who are considering MBOs of their operating companies.
Our ongoing representation of portfolio companies shows our ability to work with management and private equity owners in a cost effective and responsive way.
Unlike many of our competitors, we staff our client matters with experienced attorneys that remain actively involved in the day-to-day decision making process. We are committed to having an experienced partner involved on all transactions and to building a consistent service team that develops a true partnership with the client. In addition, our Midwest base allows us to provide this benefit at a highly competitive rate structure.
Although we have represented clients in transactions in almost every industry, we have specific experience in the packaging, plastics, specialty chemicals, consumer products, transportation and logistics, financial services, specialty printing, health care, communications, software, media, retail and distribution, manufacturing, and biotechnology sectors. Additionally, we have vertical industry knowledge with special practice groups for transportation and logistics (asset and non-asset based), retail and regulated health care as to long term care, assisted living, home health, institutional pharmacy and managed care companies.
As a sophisticated player in the private equity marketplace, we know how to invest the institutional funds properly, how to help with ongoing governance, operational and financing issues, and ensure the proper exit. Through a dedicated team, we get the deal done in an efficient and effective manner while protecting the interests, and achieving the objectives, of our clients.
Benesch’s international knowledge is comprised of a core group of Benesch attorneys (multi-disciplinary attorneys, i.e. corporate, tax, real estate, intellectual property, benefits) and is supplemented by a seamless global partnership with our TerraLex network of law firms, which provides us with coverage in almost every country in the world. We provide a complete range of legal services to domestic and international corporations. Benesch has reached out to our TerraLex affiliates in conjunction with a number of transactions involving various jurisdictions. We are constantly expanding the scope of these relationships as our clients expand their global reach. Benesch attorneys have direct experience in completing both private equity and non-private equity based transactions that are exclusively or significantly “off shore” or “cross border” in nature.
We have developed a China Practice Group and opened an office in Shanghai in 2005 in order to meet the increasing international needs of our client base. This allows us to provide our clients with counseling on China related issues and to provide their portfolio companies with practical advice on sourcing, green fielding and logistics issues, as well as acquiring businesses throughout Asia.
Benesch is an experienced “deal shop” with the capabilities to assist clients with deals in their resident country or in cross-border transactions. The lawyers at Benesch provide clients with solid, comprehensive experience in providing professional services for multi-country business combinations.