Nutter Advises on Market-Leading Transactions in 2018Print PDF
Boston – Nutter lawyers provided legal counsel to clients on deals across a wide range of industries, including banking and financial services, real estate, manufacturing, food and beverage, and technology, in 2018. Nutter handled numerous transactions for a broad spectrum of clients, including major regional financial institutions, private equity buyers, family-owned and other privately-held companies, and emerging companies.
Highlights of Nutter’s 2018 transactions include:
- Represented a joint venture between Phoenix Property Company /Lincoln Property Company and an institutional investor in the permitting and transactional aspects of a complex, multi-party residential/hotel/office/retail mixed-use project with underground garage to be constructed on the land known as Parcel K in Boston, including, (a) the acquisition of the project development rights from a prior developer; (b) the joint venture between Phoenix Property Company/Lincoln Property Company and an institutional investor; (c) the transfer of the hotel development rights to a joint venture between Hyatt Hotels Corporation and a hotel operator; (d) multiple ground leases with Massport for the separate project components; and (d) a complex reciprocal easement agreement among the different project components; as well as addressing complex permitting and title issues (including the creation of multiple air rights parcels).
- 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.
- Represented Palisade Corporation, an Ithaca, NY-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.
- Represented PeoplesBancorp, MHC, the mutual bank holding company of PeoplesBank, a $3 billion-asset community bank headquartered in Holyoke, MA, in connection with both its acquisition of First Suffield Financial, Inc. and its subsidiary The First National Bank of Suffield, a community bank headquartered in Suffield, CT, and related private placement of $40 million in fixed-to-floating rate 10-year subordinated notes. The total value of the acquisition was approximately $60 million.
- 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 focusing 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.
- 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.
- 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.
- Represented MNB Bancorp, the parent company of The Milford National Bank and Trust Company, in its 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 was approximately $54.2 million.
- Assisted Brighton Marine with the development of The Residences at Brighton Marine, a $46 million project creating 102-units of affordable housing in Boston, MA with a preference for veterans.
- Represented T3 Expo, LLC, the general contractor for creating shareable moments™ for tradeshows and corporate events, in its recent financing with MB Capital Fund IV, LLC.
- Advised Wandering Bear Coffee, a cold brew coffee maker, in its $8 million Series A equity round of financing.
- 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.
- Advised The Living Apothecary, a probiotic water kefir maker based in Oakland, CA, in a $1.4 million financing round led by L.A. Libations and Venice Brands. LivWell Ventures also participated in the round.
- 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. and its subsidiary Pilgrim Bank headquartered in Cohasset, MA. Following the completion of the transaction, Hometown Financial Group will have consolidated assets of approximately $2.4 billion and a branch network of 26 full-service offices.
- Representing South Shore Mutual Holding Company, the mutual holding company for Coastal Heritage Bank, a $517.1 million-asset community bank headquartered in Weymouth, MA, 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, MA.
Complementing an active year of client transactions, Nutter added 31 attorneys, eight of whom are partners, in 2018. The Corporate and Transactions Department welcomed Michael Kushnir, who has extensive experience in representing public and private companies in complex transactions and general corporate matters, including mergers and acquisitions, venture capital and private equity transactions, business planning and organization, and business succession planning; Shannon Zollo, who serves as chair of the firm’s Mergers and Acquisitions practice group, and advises clients on a wide range of corporate matters, including mergers and acquisitions, private equity, venture capital, executive compensation, and corporate governance; Jason Cabral, who focuses on providing corporate and regulatory advice to U.S. and non-U.S. financial institutions regarding the application of federal and state banking laws and regulations to their investments, activities, and mergers and acquisitions; Jonathan Calla, who has extensive experience in corporate and securities law; and Aaron Gilman, who routinely handles both buy-side and sell-side engagements.
The Intellectual Property Department welcomed Steve Saunders, who serves as Intellectual Property Department co-chair and advises clients on IP portfolio development, strategy, and evaluation, patent preparation and prosecution, product clearance, inter partes reviews (IPRs), litigation management, reexamination, and licensing; Kathy Williams, Ph.D., who co-chairs the firm’s Life Sciences practice group and advises clients in the life sciences industry on all aspects of patent law, including patent portfolio creation and management, patentability of inventions and commercialization in view of third-party patents, patent prosecution, and patent life cycle management; and Jeff Klayman, who advises independent inventors, emerging companies, and multinational corporations on the development and management of their portfolios.
Nutter is a Boston-based law firm that provides legal counsel to industry-leading companies, early stage entrepreneurs, institutions, foundations, and families, across the country and around the world. The firm’s lawyers are known for their client-centric approach and extensive experience in business and finance, intellectual property, litigation, real estate and land use, labor and employment, tax, and trusts and estates. Co-founded in 1879 by Louis D. Brandeis, who later became a renowned justice of the U.S. Supreme Court, Nutter is dedicated to helping companies prosper in today’s competitive business environment. For more information, please visit www.nutter.com and follow us on LinkedIn.
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