Private Equity

Ballard Spahr’s private equity lawyers have extensive experience advising sponsors and dealmakers in private equity investment transactions. Our law firm brings a deep understanding of the unique issues and complexities in structuring and completing private equity transactions to each client engagement.

Our attorneys counsel financial sponsors, such as buyout funds, mezzanine funds, venture capital funds, high-net worth investors, portfolio companies, management groups, and lenders on a variety of private equity matters. We represent the portfolio companies of private equity funds in matters ranging from add-on acquisitions, borrowing, refinancing, and recapitalization to executive compensation, employee benefits, real estate, and litigation.

In addition, our private equity attorneys represent fund investors, such as endowment funds, foundations, pension plans, and family trusts in matters involving their investments in private equity funds. Finally, we represent hedge funds and other pooled investment vehicles in all aspects of their operations, including regulatory and compliance obligations.

Our lawyers also maintain a robust mezzanine lending practice, regularly representing banks, subordinated debt funds, and other investors. We have the background necessary to guide clients through a business combination with a SPAC (special purpose acquisition company), including deal structuring, tax considerations, related financings, SEC filings, and public company preparation.

Our experience representing funds as both buyers and sellers enables us to see transactions from all sides and create tax-efficient structures that align the risk and reward to the goals of each side. This creative approach helps our clients propose alternatives and respond to issues in a way that differentiates them from competitors in pursuing and closing investments.

Venture Capital

Entrepreneurs with innovative technologies, rapid growth potential, and a sound business model and management team need experienced attorneys who can help turn their ambitions into profitable enterprises.

Our attorneys represent high-tech and life sciences startups and emerging companies through all stages of growth—from entity formation and angel/seed funding through institutional funding, to initial public offerings, and other liquidity events. Our private equity and venture capital lawyers offer clients comprehensive legal counsel in:

Entity selection and formation
Capital investment structures
Tax advice and planning
Seed through startup and late-stage financing
Executive compensation
Employee benefits and incentive compensation plans
Equity and debt offerings
Patent prosecution and portfolio counseling
Trademarks and copyrights
Licensing agreements
Confidentiality and noncompete agreements
Corporate governance counseling
Exit strategies and liquidity events, including IPOs, M&A transactions, and management buyouts

Our law firm also represents venture capital funds and other investors seeking opportunities. We understand the venture investment landscape and know what is "market" for deal structures. We help investors evaluate potential investments, assist with due diligence investigations, negotiate financing terms, draft documentation, and structure and close transactions efficiently. We also work with, and provide counsel to, portfolio companies after the venture investment.

Experience

We represented Access Control Related Enterprises in the sale of Mercury Security, a manufacturer of OEM access control hardware, including controllers, readers, and embedded solutions, to LLR Partners, a Philadelphia-based private equity firm.
We represent Accurate Home Care, a portfolio company of Gemini Investors, a Boston-based private equity firm.
We represented Angie's Artisan Treats, a growing player in the healthy snacks segment, during TPG Growth's acquisition of a significant stake in the company.

We represented Badlands Capital Partners in its acquisition of the assets from a manufacturing company in bankruptcy.
We represent industrial safety equipment manufacturer, Checkers Industrial Products, a portfolio company of Silver Peak Partners and Tonka Bay Equity Partners.
We represented Churchill Capital in the sale of Orchid MPS Holdings, a medical implant manufacturer.
We represent Cressey & Co., a healthcare private equity firm, in joint ventures and other transactions for their portfolio company, Wound Care Specialists.
We represented GMB Mezzanine Capital and Medallion Capital in a mezzanine investment in Dynamic Systems, Inc.
We represented GMB Mezzanine Capital II in its acquisition of an agricultural, limestone, and gypsum pellet manufacturer.
We represented Mill City Capital in the acquisition of JMH International, a manufacturer of soup, stock, and sauce bases.
We represented NewSpring Ventures, a private equity fund with $600 million under management, in numerous expansion stage investments.
We represented Northern Pacific Group in its first closing with the initial group of limited partners in their fund. We followed up by representing NPG during its investment into Delaget, LLC, which provides a reporting and accounting platform to the restaurant industry.
We represented Norwest Equity Partners' portfolio company BowTech in its acquisition of Excalibur Crossbows.
We represented Shoreview Industries in the sale of the portfolio company Hamilton Engineering, a consulting and engineering firm focused on the international oil and gas industry, to private equity firm Corinthian Capital, and Abrasive Products and Equipment, a supplier of portable air blasting equipment, abrasive materials, and related equipment parts for surface preparation, to private equity firm Ridgemont Capital.
We represented Silver Peak Partners in the creation of Medsource Holdings, Inc., through the merger of two durable medical equipment companies.
We represented Spell Capital Mezzanine and Convergent Capital Partners in their investment alongside each other in a deal to acquire Las Vegas Color Graphics, the largest privately-owned, full service commercial printing company in Nevada.
We represented Spell Capital portfolio company American Card Services in the purchase of Production Services Associates (PSA) and Vesta Card Manufacturing, both large-run card manufacturers operating in the gift, loyalty, and membership sector.
We represented Stone Arch Capital through its purchase of Mid-State Reclamation & Trucking.
We represented Suba Seed, an Italian portfolio company of Quadrivio, in the acquisition of a vegetable seed company in the southwestern United States.
We represented Tonka Bay Equity Partners in the sale of AeroSystems Engineering, a leading global provider of testing and engineering services to the aerospace and energy markets, to Gen Cap America, Inc., a Nashville-based private investment firm.
We represented TT Capital Partners in its acquisition of a SaaS healthcare enterprise risk management company.
We represented TT Capital Partners in its acquisition of eating disorder treatment centers with facilities throughout the country.
We represented Virtual Radiologic Corporation, a publicly-held global teleradiology company, in its sale to Providence Equity Partners.
We represented Wynnchurch Capital in its acquisition of Detroit Tool Metal Products Company.
We represented Wynnchurch Capital in the asset acquisition of Imperial Group, L.P., a metal fabricator supplying light and medium gauge fabricated metal components, precision metal stampings, and value-added assemblies serving premier heavy truck, bus, and industrial OEMs.
We represented a Denver-based fundless sponsor in the acquisition of a large company in the water/sewer/utility construction business.
We represent private equity firms including Norwest Equity Partners, Stone Arch Capital, ShoreView Capital Partner, Wynnchurch Capital, and Badlands Capital Partners.

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