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Michael Mooney, Nutter McClennen & Fish LLP Photo

Michael E. Mooney

Chairman Emeritus / Boston

Overview

Michael Mooney, chairman emeritus of Nutter, focuses his practice on tax and business, representing corporations, partnerships and limited liability companies in a broad array of domestic and international tax and business transactions, including complex business combinations and divestitures.

Michael also works frequently with businesses to reorganize into more tax-efficient structures and achieve intergenerational transfers at minimal tax cost. Michael also handles tax controversies before the Internal Revenue Service and state tax authorities.

Michael is a Fellow of the American College of Tax Counsel and a member of the Boston Tax Forum. He served as vice president, executive director and member of the Board of Directors of the Federal Tax Institute of New England Inc. from 1989 to 2011. He writes and speaks frequently on topics related to taxation and executive compensation.

Active in many business, civic and charitable organizations in Greater Boston, Michael is a director of Jobs for Massachusetts, an executive leadership organization of CEO’s from prominent Boston businesses, a trustee of Lesley University, a director of the Lincoln and Therese Filene Foundation, a director of A Better City, Inc., where he served as chair of the Board from 2006-2010, and a former director of Music Lives. He is also a director of the United Way of Massachusetts Bay and Merrimack Valley, where he was the founding co-chair of the United Way Lawyers Leadership Breakfast and currently serves as a member of the organization’s Legal Advisory Council. Michael is a member of the Board of Overseers of the New England Aquarium, a member of the Business Advisory Council of Boston College Law School, and a member of the Chief Executives Club of Boston. Michael is a member and vice chair of the Boston Green Ribbon Commission, a Commission formed to convene leaders from Boston’s key sectors to support the outcomes of the city’s Climate Action Plan. He has served as legal counsel to the USS Constitution Bicentennial Salute, Inc. and currently serves as legal counsel to and Clerk of Sail Boston, Inc. For more than ten years Michael served as a co-chair of the Inner-City Scholarship Fund Annual Dinner, sponsored by Catholic Charities. He is the founding chairman of the Boston Bar Association Summer Jobs Program, served as chair of the 2003 Law Day Dinner Steering Committee and as co-chair of the Association’s 2008 Diversity and Leadership Task Force, and currently is serving as co-chair of the Boston Bar Foundation Society of Fellows.

Experience

Experience

  • ALM Works, Inc.

    Nutter served as legal counsel to ALM Works, Inc., the developer of software products to empower project managers around the world with visibility and control, in connection with its acquisition by Tempo Software, a leading provider in team time management and productivity-enhancing solutions.

  • Ce3, Inc.

    Nutter served as legal counsel to Ce3, Inc., a full-service CRO focused on providing early phase oncology clinical development services to the biotechnology industry, in connection with its acquisition by Catalyst Clinical Research, a clinical development organization providing highly customizable clinical research solutions to the global biopharmaceutical industry.

  • Strategic Cyber LLC

    Nutter advised Strategic Cyber LLC in connection with its acquisition by HelpSystems, a Minnesota-based IT software company.

  • PollyDot, Inc.

    Nutter advised PollyDot, Inc., a large Planet Fitness franchisee in Massachusetts, in connection with the sale of all of its clubs.

  • Innovation Associates

    Nutter served as legal counsel to Innovation Associates, the market-leading provider of high-volume pharmacy automation technology and software solutions to the retail, hospital, government, and mail order pharmacy markets, in connection with a consortium of investors led by Greg Wasson, the former Walgreens Boots Alliance CEO, acquiring a majority stake to scale the business and enhance its pharmacy automation offerings.

  • miEdge

    Nutter served as sole legal advisor to miEdge, the premier provider of lead generation, data analytics, and prospecting solutions specifically designed for the insurance industry, in its acquisition by Zywave, the leading insurtech provider powering agency growth.

  • Centreville Bank

    Nutter served as sole outside legal counsel to Centreville Bank in connection with its agreement to acquire Putnam Bank and its holding company, PB Bancorp, Inc., in a transaction valued at approximately $115.5 million.

  • Cali’flour Foods

    Nutter advised Cali’flour Foods, the developer and manufacturer of low-carb, gluten-free cauliflower products, in a Series A financing round led by Sunrise Strategic Partners, with participation from CircleUp Growth Partners.

  • DTM Packaging and Custom Automation

    Nutter served as legal advisor to DTM Packaging and Custom Automation, a leader in machinery manufacturing and re-manufacturing, in its acquisition by The Massman Companies, a Minnesota-based team of machinery and technology companies.

  • Leader Bank, N.A. and Leader Bancorp, Inc.

    Nutter served as sole outside legal counsel to Leader Bank, N.A. and its parent company Leader Bancorp, Inc. in connection with the recent spin-out of ZSuite Technologies.

  • Fisher International, Inc.

    Nutter served as sole legal advisor to Fisher International, Inc., a firm supporting the pulp and paper industry with business intelligence and strategy consulting services, in its acquisition by Battery Ventures, a global technology-focused investment firm.

  • Mide Technology Corporation

    Nutter served as sole legal advisor to Midé Technology Corporation, a U.S. company which provides engineering services including problem solving through modeling and analysis, electronic prototyping, commercial research and development, and forensic engineering services, in its acquisition by Paris-based Hutchinson S.A., which manufactures industrial, automotive, and consumer rubber products such as hoses, tubing, bumpers, spoilers, sealants and adhesives, rubber gloves, baby car seats, and sponges.

  • The Gove Company, Inc.

    Nutter represented The Gove Company, Inc. in its sale of a parking lot on Newbury Street in Boston to L3 Capital, a Chicago-based investment firm. The total value of the transaction was $40 million.

  • Globe Composite Solutions, LLC

    Nutter served as legal advisor to Globe Composite Solutions, LLC (Globe), a navy submarine supplier, in its acquisition by ESCO Technologies Inc. (NYSE: ESE), a global provider of highly engineered products and solutions to diverse and growing end-markets that include the aerospace, space, healthcare, wireless, consumer electronics, electric utility, and renewable energy industries. 

  • Group RHI

    Nutter represented Group RHI, a rapidly growing player in the retirement services industry, in its acquisition of Pension Studio, a third party retirement plan administrator with offices in Florida and New England.

  • Veracross LLC

    Represented Veracross LLC, a provider of software and services to independent primary and secondary schools, in its majority recapitalization by BV Investment Partners, a middle-market private equity firm focused on the business services, software, and IT services sectors.

  • Group RHI

    Nutter represented Group RHI, a rapidly growing player in the retirement services industry, in its acquisition of Billings and Company, LLC, an Iowa-based recordkeeping and qualified plan administration company.

  • Lallemand USA, Inc.

    Nutter advised Lallemand USA, Inc. when it acquired Scott Laboratories Inc. (USA) and Scott Laboratories Ltd. (Canada), privately-held companies specializing in value-added products for the North American wine, craft brewing, and distilled spirits industries.

  • Lallemand USA, Inc.

    Nutter represented Lallemand USA, Inc. in its acquisition of the Hutchinson, MN yeast manufacturing operations of Ohly. 

  • Boston Biomedical Associates, LLC

    Nutter represented Boston Biomedical Associates, LLC, a full service medical device, biotech, and pharmaceutical clinical research organization (CRO), in its acquisition by Factory CRO USA Group, LLC, a global leader of specialization in medical device trials.

  • PeoplesBancorp, MHC

    Nutter represented PeoplesBancorp, MHC, the holding company for PeoplesBank, in the private placement of $40 million in fixed-to-floating rate subordinated notes due 2028.

  • Palisade Corporation

    Represented Palisade Corporation, an Ithaca, New York-based provider of risk modeling and decision analysis software, in its recapitalization by Thompson Street Capital Partners (TSCP), a private equity firm based in St. Louis, MO.

  • Shawmut Corporation

    Nutter represented Shawmut Corporation, a developer of high-performance composites, in its joint venture with the automotive headliner and specialty industrial fabrics business of Glen Raven Technical Fabrics LLC, a global provider of innovative technical fabric solutions.

  • Hometown Financial Group Inc.

    Nutter represented Hometown Financial Group, Inc., the bank holding company of bankESB (Easthampton, MA) and bankHometown (Oxford, MA), in connection with its acquisition of Pilgrim Bank, a Massachusetts-chartered co-operative bank headquartered in Cohasset, MA, and its bank holding company, Pilgrim Bancshares, Inc. (OTCMKTS: PLRM).

  • PeoplesBancorp, MHC

    Nutter represented PeoplesBancorp, MHC, a Massachusetts mutual holding company, and the bank holding company of PeoplesBank, a Massachusetts-chartered savings bank, both of Holyoke, Massachusetts, in connection with its acquisition of First Suffield Financial, Inc., a Connecticut corporation and the bank holding company of The First National Bank of Suffield, a national bank, both of Suffield, Connecticut. The total value of the transaction was approximately $60 million.

  • First Commons Bank, N.A.

    Nutter advised First Commons Bank, N.A., in its merger with Brookline Bank, a wholly-owned subsidiary of Brookline Bancorp, Inc. (NASDAQ: BRKL). The total value of the transaction was approximately $55.958 million. 

  • Commerce Bancshares Corp.

    Nutter represented Commerce Bancshares Corp. and its subsidiary, Commerce Bank & Trust Company, in its merger with Berkshire Hills Bancorp. Inc. (NYSE: BHLB), in an all-stock transaction valued at $209 million.

  • McCarthy Capital

    Nutter represented McCarthy Capital, a private equity investment firm, when it led a recapitalization and growth equity investment in Seven10 Storage Software, LLC to further accelerate growth.

  • Admune Therapeutics LLC

    Nutter advised Admune Therapeutics LLC in its sale to Novartis Institutes for BioMedical Research.

  • Harvey Building Products, Inc.

    Nutter represented Harvey Building Products in its sale to Dunes Point Capital after a full auction process.

  • North Middlesex Savings Bank

    Nutter represented North Middlesex Savings Bank in its merger with Marlborough Savings Bank.

  • McCarthy Capital

    Nutter represented McCarthy Capital, a private equity investment firm, when it partnered with Bamboo Rose, a provider of the digital B2B Marketplace for retailers, to continue its expansion.

  • Restructurings

    Restructuring an “underwater” real estate project by introducing new equity and debt, while avoiding a recapture of tax benefits claimed by the original owners.

  • Pre-Immigration Tax Planning

    Completing pre-immigration tax planning for a wealthy foreign individual before his permanent move to the United States.

  • Adams Community Bank

    Nutter advised Adams Community Bank, a mutual savings bank based in Adams, MA, in its acquisition of The Lenox National Bank, a national bank located in Lenox, MA. 

  • Greenfield Cooperative Bank

    Nutter advised Greenfield Cooperative Bank, a co-operative bank based in Greenfield, MA, in its merger with The Northampton Cooperative Bank, a mutual co-operative bank based in Northampton, MA.

  • Granite Savings Bank

    Nutter advised Granite Savings Bank, a mutual savings bank based in Rockport, MA, in its merger with Cape Ann Savings Bank, a mutual savings bank based in Gloucester, MA.

  • International Joint Ventures

    Negotiating and preparing an international strategic partnering agreement between a U.S. technology company and a French manufacturer allowing the two to share new developments and achieve greater manufacturing and distribution efficiencies throughout the world.

  • MBO’s and LBO’s

    Representing management in an MBO of an investment management company with a view to minimizing the tax impact on management and the selling owners.

    Leveraging the buyout of multiple real estate properties through a new partnership vehicle combining tax efficiencies with intergenerational tax planning.

  • Executive Compensation

    Representing numerous chief executive officers in the negotiation of their employments agreements and sometimes separation agreements.

    Representing top management of a financial institution in connection with its acquisition by another financial institution.

    Designing and drafting complex equity compensation arrangements for a broad array of corporations, LLC’s and banks.

  • Emerging Companies

    Designing and implementing a tax efficient business structure for an emerging pharmaceutical company engaged in cancer research.

    Working with an emerging company and a major foreign investor in the company to create the most tax efficient structure for each.

  • Tax-free Reorganizations

    Designing a “spin-off” of valuable technology by a life sciences company.

  • Tax Controversies

    Representing taxpayers in controversies with the Massachusetts Department of Revenue concerning their domicile and state of residence for income tax purposes.

    Representing a taxpayer in a federal controversy over a conservation easement charitable deduction.

    Handling appeals to the IRS Appeals Office regarding proposed federal income tax deficiencies following audits.

  • M&A Transactions

    Representing sellers and buyers in the sale and/or purchase of their businesses.

  • Abveris

    Nutter advised Abveris (formally known as AbX Biologics, Inc.), a privately-held in vivo antibody discovery services company, in connection with its acquisition by Twist Bioscience Corporation (NASDAQ: TWST), a leading and rapidly growing synthetic biology and genomics company that has developed a disruptive DNA synthesis platform to industrialize the engineering of biology.

  • AppwoRx LLC

    Nutter served as legal counsel to AppwoRx LLC, a Boston-based medical technology manufacturer, in connection with its acquisition by PatientNOW, a private equity-backed computer software company headquartered in Englewood, CO.

  • Baril Corporation

    Nutter served as legal counsel to Baril Corporation, a leading medical specialty manufacturer of infection prevention, wound care, clinical chemistry, patient monitoring, and medical and surgical consumable products, in its acquisition by TEAM Technologies, Inc., a leading North American healthcare specialty manufacturer focused on oral and dental care and medical end markets. 

  • Column Health, LLC

    Nutter served as legal counsel to Column Health, LLC in connection with its sale to Shore Capital Partners, a Boston-based private equity firm specializing in middle-market health care and food and beverage acquisitions.

  • Copley Equity Partners

    Nutter served as legal counsel to Copley Equity Partners, a Boston-based private investment firm, in its investment to recapitalize, and facilitate the merger of, Aethon Aerial Solutions and Flight Evolved.

  • Dragonfly Group Inc.

    Nutter served as legal counsel to Dragonfly Group Inc., a technology-enabled platform acquiring and scaling standout e-commerce brands, in a significant, proprietary investment from the Flagship Buyout Fund of L Catterton, the largest global consumer-focused private equity firm.

  • Eastern Bankshares, Inc.

    Nutter served as legal counsel to Eastern Bank Corporation, the mutual holding company of Eastern Bank, in its conversion to a fully public stock holding company known as Eastern Bankshares, Inc. (NASDAQ Global Select Market: EBC).

  • Eastern Bankshares, Inc.

    Nutter served as legal counsel to Eastern Bankshares, Inc. (Nasdaq Global Select Market: EBC), the stock holding company for Eastern Bank, in connection with its acquisition of Century Bancorp, Inc. (Nasdaq: CNBKA), the stock holding company for Century Bank and Trust Company, in a transaction valued at approximately $642 million.

  • Eastern Bankshares, Inc.

    Nutter is serving as legal counsel to Eastern Bankshares, Inc. (NASDAQ Global Select Market: EBC), the stock holding company for Eastern Bank, in connection with its definitive merger agreement with Cambridge Bancorp (NASDAQ: CATC), the parent company of Cambridge Trust Company, pursuant to which Cambridge will merge with and into Eastern in an all-stock transaction valued at approximately $528 million. Simultaneously, Nutter is also representing Eastern Insurance Group, LLC, a wholly owned subsidiary of Eastern, in its definitive agreement to sell its insurance operations to Arthur J. Gallagher & Co. (NYSE: AJG) for approximately $510 million in cash.

  • Eastprint Incorporated

    Nutter served as legal counsel to Eastprint Incorporated, a printed electronics solutions provider, in connection with its acquisition by East West Manufacturing, LLC, an integrated design, engineering, manufacturing, and distribution services partner for original equipment manufacturers and distributors throughout North America and Europe.

  • Fidelity Bank

    Nutter represented Fidelity Bank in its merger with Colonial Co-operative Bank.

  • Fidelity Bank

    Nutter is serving as legal counsel to Fidelity Bank in connection with its agreement with Cape Cod 5 to merge their respective mutual holding companies under one multi-bank holding company, Mutual Bancorp, subject to regulatory approval.

  • Fowler High Precision, Inc.

    Nutter served as legal counsel to Fowler High Precision, Inc., a specialty manufacturer and distributor of dimensional metrology tools, highly engineered systems, and calibration services, in connection with its recapitalization by Pfingsten Partners, LLC.

  • Great American Mining, Inc.

    Nutter represented Great American Mining, Inc., a Bitcoin mining company that provides a utilization solution for oil and gas producers that have stranded energy that cannot be brought to market, in its sale to Crusoe Energy Systems, LLC.

  • iResearch

    Nutter served as legal counsel to iResearch, a leading multi-specialty clinical research center with locations in Decatur, GA and Savannah, GA, in connection with its acquisition by CenExel.

  • REAL Software Systems

    Nutter served as legal counsel to REAL Software Systems in connection with its acquisition by Rightsline, the leading rights and finance management platform for the media and entertainment industry.

  • Redi2 Technologies, Inc.

    Nutter served as legal counsel to Redi2 Technologies, Inc., a leading provider of revenue management and hosted fee-billing solutions in the global financial services industry, in connection with its acquisition by Envestnet.

  • Shepley Wood Products

    Nutter served as legal counsel to Shepley Wood Products, the premier building supply company for Cape Cod, Nantucket, and Southeastern Massachusetts, in its acquisition by Kodiak Building Partners, a Denver-based building products distribution platform.

  • T.F. Boyle Transportation, Inc.

    Nutter served as legal counsel to T.F. Boyle Transportation, Inc. in its acquisition by Toronto-based Andlauer Healthcare Group Inc. (TSX: AND).

  • Ticket Evolution

    Nutter served as legal counsel to Ticket Evolution Inc. (“Ticket Evolution” or the “Company”), an end-to-end software provider for the event ticketing industry, in connection with its acquisition by Clearlake Capital Group, L.P. (together with its affiliates, “Clearlake”) and Clearlake operating advisor Sam Soni.

  • Tufts Health Plan

    Nutter served as legal counsel to Tufts Health Plan in connection with its combination with Harvard Pilgrim Health Care. The newly combined nonprofit organization will become one of the region’s largest health services organizations, providing high-quality health coverage in every segment of the market.

  • Turner Brothers, LLC

    Nutter served as legal counsel to Turner Brothers, LLC, a Massachusetts-based concrete building services company, in its acquisition of Woodland Tilt-Up, Inc., a Florida-based specialty Tilt-Up construction contracting firm.

  • Veristat, LLC

    Nutter served as legal counsel to Veristat, LLC, a scientifically minded global clinical research organization (CRO), in its acquisition by WindRose Health Investors, LLC, a New York City-based health care private equity firm.

  • Vestigo Ventures

    Nutter served as legal counsel to Vestigo Ventures in connection with its closing of Vestigo Ventures Fund II, L.P. with $117.3 million total fund commitments, surpassing its fundraising goal.

News & Insights

News

Publications

Honors

Honors

  • Chambers and Partners, Leading U.S. Tax Attorney, 2007-2017
  • The Best Lawyers in America (30+ years)
  • Massachusetts Super Lawyers, 2004-2021
  • Super Lawyers, Corporate Counsel Edition, 2009
  • Massachusetts Super Lawyers Top 100, 2004-2007
  • Who's Who in America

Education & Admissions

Education

Boston College Law School, J.D.
St. Norbert College, B.A.

Admissions

  • Massachusetts
  • Maine
  • U.S. Court of International Trade
  • U.S. Tax Court

In the Community

Active in many business, civic and charitable organizations, Michael is a director for Jobs for Massachusetts, a trustee of Lesley University, a director of the Lincoln and Therese Filene Foundation, and a director of A Better City, Inc.

Noteworthy

  • Chambers and Partners, Leading U.S. Tax Attorney, 2007-2017
  • The Best Lawyers in America (31+ years)
  • Massachusetts Super Lawyers, 2004-2021
  • Massachusetts Super Lawyers Top 100, 2004-2007
  • Who's Who in America

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