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Mergers and Acquisitions

Overview

We have significant and notable experience representing domestic and international corporations, publicly traded and privately held companies, private equity firms, non-profit institutions and family owned businesses in a wide variety of domestic and cross-border transactions. Our experienced attorneys handle significant transactions in every major industry sector including high technology, life sciences, manufacturing, banking, insurance, professional services, real estate, energy, chemicals, medical devices and health care.

Our Practice

The Mergers and Acquisitions and Private Equity practice includes both “middle market” transactions, as well as more complex deals valued in the billions of dollars.

We handle the full range of M&A and private equity transactions, including mergers, asset sales, stock purchases, leveraged buyouts, roll-ups, joint ventures, PIPEs, going private transactions, exchanges of securities, friendly and hostile tender offers, proxy contests, and acquisitions of corporate subsidiaries and divisions. Our clients include strategic buyers seeking to expand their market presence, private equity firms looking to capitalize on market opportunities, and mid-sized businesses looking for experienced counsel to guide them through the complexities of a transaction. 

Our attorneys are involved in the entire M&A process--from the preliminary discussion stage, the structuring of a transaction, the preparation and negotiation of letters of intent, purchase agreements and other transaction documents--through the financing, closing and post-closing for each deal. Our attorneys bring generations of experience to best serve our clients' interests and to assist them in achieving their strategic goals. 

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Representative Matters

Representative Matters

  • WegoWise, Inc.

    Nutter represented WegoWise, Inc., a provider of cloud-based software solutions to owners and managers of buildings to help understand, track, and improve building utility efficiency, in the sale of substantially all of its assets to AppFolio, Inc. (NASDAQ: APPF), a leading provider of cloud-based business software solutions in the real estate and legal markets.

  • Northeast Retirement Services, Inc.

    Advised Northeast Retirement Services, Inc., a leading provider of plan accounting, transfer agency, fund administration, trust and retirement plan services, in its acquisition by Community Bank System, Inc. (NYSE: CBU), a transaction valued at approximately $146 million.

  • Epoxy Technology Inc.

    Nutter advised Epoxy Technology, Inc., a leading manufacturer of high-performance specialty epoxy, UV, and hybrid adhesives, in its acquisition by Arsenal Capital Partners, a leading private equity firm that invests in middle-market specialty industrials and health care business services companies.

  • Hometown Financial Group Inc.

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

  • Delaware North

    Represented Delaware North, one of the largest privately held global hospitality and food service companies in the world, when it expanded its portfolio of resorts into Massachusetts by acquiring the Sea Crest Beach Hotel on Cape Cod.

  • Coastal Heritage Bank

    Nutter is representing South Shore Mutual Holding Company, the mutual holding company for Coastal Heritage Bank, a $517.1 million-asset community bank headquartered in Weymouth, in its pending merger with Equitable Bancorp, MHC, the mutual holding company for Equitable Bank, a $332.9 million asset community bank headquartered in East Weymouth.

  • Group RHI

    Represented Group RHI, a rapidly growing player in the retirement services industry, in its acquisition of America’s 401k, LLC, a Dallas-based, independent third party administrator focused on serving small businesses in offering qualified retirement plans to their employees, and Retirement Investment Administrators, LLC, a recordkeeping and qualified plan administration company also based in Dallas.

  • Palisade Corporation

    Nutter 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.

  • 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.

  • PeoplesBancorp

    Nutter is representing 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 pending 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 is approximately $60 million.

  • MNB Bancorp

    Nutter is representing MNB Bancorp, the parent company of The Milford National Bank and Trust Company, in its proposed merger with Independent Bank Corp. (NASDAQ Global Select Market: INDB). Independent is the parent company of Rockland Trust Company. The total value of the transaction is approximately $54.2 million.

  • Affiliate of Charles River Realty and National Development

    Represented an affiliate of Charles River Realty and National Development in connection with its acquisition of 960 Massachusetts Avenue and 100 Newmarket Square in Boston.

  • Dribbble

    Advised Dribbble, a social media community of artisan designers on the Internet, when it was acquired by Tiny Capital, a private equity firm.

  • Liberty Bay Credit Union

    Represented Liberty Bay Credit Union in its merger with Hingham Federal Credit Union.

  • Kombrewcha

    Nutter represented Kombrewcha (the first alcoholic Kombucha) in its sale to a strategic acquirer.

  • Deep River Snacks

    Nutter advised Deep River Snacks, makers of premium better-for-you snacks based in Connecticut, in its sale to Arca Continental, the second-largest Coca-Cola bottler in Latin America and parent company of Wise Snacks, Bokados, and Inalecsa. Nutter had been long time general counsel to Deep River Snacks, and had advised the company in its ongoing commercial dealings, intellectual property matters, and its venture capital transactions. 

  • Lallemand USA, Inc.

    Advised Lallemand USA, Inc., a U.S. subsidiary of the global yeast manufacturing company, in its asset acquisition of yeast manufacturing plant and business based in North Dakota.

  • First Commons Bank, N.A.

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

  • OSRAM

    Nutter represented OSRAM, one of the world’s leading lighting manufacturers with headquarters in Munich, Germany, in its acquisition of Digital Lumens Inc., a Boston-based company that specializes in industrial Internet of Things (IoT) solutions.

  • Commerce Bancshares Corp.

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

  • Meetinghouse Bancorp, Inc.

    Nutter is representing Meetinghouse Bancorp, Inc. (OTC Pink: MTGB), the holding company for Meetinghouse Bank, in its pending merger with Meridian Bancorp, Inc. (NASDAQ: EBSB), the holding company for East Boston Savings Bank, in a transaction valued at approximately $17.8 million.

  • Collaborative Consulting, LLC

    Nutter represented Collaborative Consulting, LLC in its acquisition by CGI Group Inc. (NYSE: GIB) (TSX: GIB.A), a leading provider of information technology and business processing services, through its wholly-owned U.S. subsidiary, CGI Technologies and Solutions Inc.

  • LINTEC USA Holding, Inc.

    Nutter advised LINTEC USA Holding, Inc., a wholly owned U.S. subsidiary of Japan-based LINTEC Corporation (TYO: 7966), in its acquisition of VDI, LLC, a functional film manufacturer headquartered in Kentucky.

  • Long Term Solutions, Inc.

    Advised Long Term Solutions, Inc. (LTS), a provider of in-home nursing assessments for the long-term care insurance industry, in its sale to Almost Family, Inc. (NASDAQ: AFAM). Based in Natick, Mass., LTS provides a suite of planning and support services to insurance companies, employers and direct to individuals and families throughout the United States.

  • ESB Bancorp MHC

    Represented ESB Bancorp MHC in its merger with Hometown Community Bancorp MHC.

  • Fidelity Bank

    Represented Fidelity Bank in its merger with Barre Savings Bank.

  • Madico, Inc.

    Nutter advised Madico, Inc., one of the world’s leading manufacturers of automotive, solar, safety, and security films, in its acquisition of select assets of ClearPlex Corporation, an established supplier of protection films based in Draper, Utah.

  • Clintara

    Advised Clintara in the sale to strategic acquirer Bracket Global, LLC.

  • Admune Therapeutics LLC

    Advised Admune Therapeutics LLC in the sale to Novartis Institutes for BioMedical Research.

  • Harvey Building Products, Inc.

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

  • Lallemand, Inc.

    Advised Lallemand USA, Inc., a U.S. subsidiary of a global yeast manufacturing company, when it acquired 100% of the equity of USA Yeast Company, LLC, a yeast manufacturing plant and business based in Mississippi.

  • North Middlesex Savings Bank

    Nutter represents North Middlesex Savings Bank in its pending merger with Marlborough Savings Bank. The combined bank will have assets of close to $1 billion and $95 million in equity and operate a network of 14 branches. 

  • CIRCOR International, Inc.

    Nutter represented CIRCOR International, Inc. (NYSE: CIR), a leading provider of valves and other highly engineered products for markets including oil and gas, power generation, and aerospace and defense, when CIRCOR announced that it has signed a definitive agreement to acquire Critical Flow Solutions (CFS) for $210 million.

  • Bank of New Hampshire

    Nutter advised Bank of New Hampshire and its parent BNH Financial, a mutual holding company, in their pending acquisition of Community Guaranty Corporation and its wholly-owned subsidiary Community Guaranty Savings Bank, a New Hampshire guaranty savings bank. After the merger, the combined entity will have approximately $1.4 billion in assets and 23 branch offices through New Hampshire.

  • Adams Community Bank

    Nutter advised Adams Community Bank, a mutual savings bank based in Adams, Massachusetts, in its acquisition of The Lenox National Bank, a national bank located in Lenox, Massachusetts. The transaction was completed on October 16, 2015. Adams paid approximately $14.3 million in cash for all outstanding shares of Lenox common stock. 

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