We are pleased to highlight a few of the representations and transactions which we were honored to undertake during 2023 and to update our clients and friends on some other firm developments from the year, including pro bono and other civic endeavors. As we complete our 28th year of delivering quality legal services, we look forward to sharing many new experiences and helping our clients, friends and colleagues through the opportunities and challenges of 2024.
Highlights from Our Corporate Group
Our Corporate Group remained very active during 2023, assisting clients in numerous M&A, corporate and financing transactions. Below are some of the matters on which we assisted clients:
Mergers & Acquisitions
- Represented a family office in a series of acquisitions of print media properties.
- Represented minority owner of a wine importation and logistics business in purchase of majority owner’s equity interest.
- Represented private equity-backed portfolio company in education industry with add-on acquisition.
- Represented clean energy investor in the acquisition of a portfolio of photovoltaic power projects located in New Jersey.
- Represented technology-focused healthcare company in sale to private equity-backed portfolio company.
- Represented defense industry manufacturer in negotiations for an acquisition by private equity-backed strategic buyer.
- Represented physical therapy company with multiple locations in potential sale to private equity backed portfolio company.
- Represented real estate investment company in a buy-out of minority partners.
- Represented chief executive officer in an acquisition of the company by a private equity firm.
- Represented architectural firm in management buy-out and other corporate restructuring matters.
Equity & Growth Capital Financing Transactions
- Represented restaurant group in the takeover of a landmark location lease from an international hotel and leisure company.
- Represented licensee in the negotiation of a license agreement for the development of additional units of a popular Latin food chain.
- Represented technology company operating in the food industry in convertible note financing.
- Represented asset management firm in the launch of $10 million co-investment vehicle making an investment in a $10 billion gas liquefaction project.
- Represented professional sports performance technology company in a seed growth capital raise.
- Represented consumer products company in $23 million growth equity transaction led by a large New York based private equity investor.
- Represented private equity firm as lead strategic investor in a growth equity investment in an Israeli digital printing company operating in the container industry.
- Represented private equity firm in an investment in $30 million Series C equity financing of an autonomous maritime solutions company and negotiation of a related strategic advisory agreement.
- Represented strategic investor in $7 million Series A growth equity investment in an early-stage manufacturer of vehicular safety products.
- Represented organic food industry business in convertible note financing.
- Represented investor in convertible note financing transaction with liquor industry focused product design and manufacturing company.
- Represented investor in growth capital transaction involving a healthcare-focused food industry business.
- Represented music industry business in growth capital transaction involving issuance of Simple Agreements for Future Equity (SAFEs).
- Represented cannabis dispensary business in connection with equity investment.
- Represented a Qualified Opportunity Fund in connection with proposed Series B equity financing.
- Represented Qualified Opportunity Fund as equity sponsor of a proposed production studio development project located in a federal Opportunity Zone.
Banking & Debt Finance Transactions
- Represented national bank as payment agent and senior secured lender in connection with an $34 million senior/mezzanine financing to fund sponsor acquisition of an industrial power tool manufacturer and distributor.
- Represented lender in connection with $22.5 million senior secured term loan used to repay existing debt of a sponsor-backed customized entertainment vending machines distributor.
- Represented agent and lender in $28.5 million senior secured unitranche facility to repay existing debt at a Midwest-based family dental practice platform, which included a $1.5 million working capital line of credit and an $11.5 million incremental facility to fund future acquisitions.
- Represented national bank as senior lender in $2 million split lien revolving facility to fund working capital at a Southeast US based IT managed service provider; facility closed alongside a separate $14 million term loan facility provided by another lender.
- Represented first-out lender in $13.5 million senior secured credit facility, consisting of a unitranche term loan used to fund a recapitalization at a northeast-based outsourced technology services business. The facility also included an incremental term loan of up to $10 million to fund permitted acquisitions and a revolver for working capital.
- Represented national bank as senior lender in a secured revolving credit facility to fund a dividend recapitalization and working capital at an IT-enabled cost management and profitability services business.
- Represented national bank as sole lender in a senior secured financing of a private equity-backed acquisition of a northeast US-based e-commerce fulfillment business. The facility included a closing date term loan to fund the acquisition and a working capital revolver, which included a letter of credit facility.
- Represented national bank as senior secured lender in $46 million credit facility to a sponsor-backed digital marketing platform, consisting of a unitranche term loan facility to fund the acquisition of a marketing agency serving the life sciences sector, a delayed draw facility to fund future acquisitions and a revolver, including a letter of credit facility, for working capital.
- Represented first-out lender in $12 million incremental term loan financing under an existing senior secured unitranche facility to fund the private equity-backed acquisition of a portfolio of dental practices.
- Represented administrative agent and lender in $5.75 million senior secured credit facility, consisting of a revolver for working capital purposes and a term loan to fund the acquisition of two non-emergency medical transportation businesses, and to refinance existing indebtedness.
- Represented revolving lender in $2 million senior secured revolving credit facility to fund working capital at a natural gas meter and control products supplier. The revolver closed alongside $6.5 million subordinate term loan used to fund the sponsor’s acquisition and to refinance existing indebtedness.
- Represented administrative agent and senior secured lender in connection with a $10 million senior/mezzanine financing used to fund the acquisition of an asset verification and risk management business serving the financial sector by a sponsor-backed investment platform; the facility also included a revolving loan to fund working capital.
- Represented national bank as sole lender in a million senior secured revolving credit facility to fund working capital at a data and cloud engineering service business.
- Represented revolving agent and lender in $12.5 million senior secured credit facility, consisting of a unitranche term loan and a revolver used to fund acquisition of a clinical trials services provider for the medical device industry.
- Represented a national bank in $7 million senior secured line of credit facility to fund working capital at a Connecticut-based manufacturer serving the maritime, military and resource sectors.
- Restructuring. Advised clients in connection with a variety of amendments to existing credit facilities, negotiated reservation of rights letters and forbearance agreements, and other restructuring matters.
General Corporate Transactions
- Represented renewable energy infrastructure development company in $10 million development services engagement.
- Represented a real estate focused financial sponsor as a lead equity investor in connection with a number of existing and new commercial real estate development projects.
- Represented a registered investment advisor as a sponsor in connection with the structuring and funding of its private real estate fund and execution of several fund investments.
- Represented a leading regional yacht broker and services provider in negotiating and structuring the departure of its sales manager and senior broker.
- Represented regional architectural firm in implementing a multi-year ownership transition plan among its founding partners and a targeted group of senior staff architects.
- Negotiated exit package for principal of a big 4 consulting firm.
- Advised principals in the formation of consulting firm to service clients in the regulated cannabis industry.
- Represented defense industry manufacturer in design and implementation of an equity incentive program for employees.
- Represented private equity portfolio company in vehicle accessory manufacturing sector with day-to-day legal services, including negotiation of various types of commercial agreements.
Highlights from Our Litigation Group
The Litigation Department continued to deliver strong results for clients in 2023. The year started with a judgment in our favor after trial in a lengthy litigation establishing the ownership rights of a limited liability company member the other members pushed out of the enterprise. The case presented complex issues of contract and statutory interpretation, and the proper measure of damages.
We assisted a major insurer with claims asserted against representation and warranty policies, successfully resolving two matters arising from significant corporate transactions in which the Buyer later alleged it was the victim of a fraud.
Some of the other significant engagements we undertook last year were matters involving testamentary documents procured by undue influence and lack of capacity, short-swing profits under Section 16(b) of the Securities Exchange Act of 1934, improper conduct by a broker-dealer handling a margin call, breach of contract disputes between members of closely-held corporations, and a books and records claim of a minority-interest member.
Highlights from Our Real Estate Group
Martin LLP’s Real Estate practice served as counsel on various multi-state transactions during 2023, representing a range of commercial clients in closings, financings and leasing. Some of the clients we represented in transactions are:
- Acted as expert real estate law witness in litigation involving claims of legal malpractice.
- Represented a major money center bank in connection with a $5 million mortgage loan secured with multiple parcels.
- Acted as General Counsel for a golf course operating authority in connection with various matters.
- Represented a family office in connection with various matters, including the making of mortgage loans and leasing.
- Represented various commercial landlords and tenants in connection with lease matters in New York and Connecticut.
Highlights from our Pro Bono & Charitable Efforts
Martin LLP attorneys and staff are proud to dedicate their time and energy in the service of nonprofit and charitable organizations that provide valuable services in our communities. Our involvement includes service on the following boards and committees, pro bono legal service and other volunteer efforts:
- Building One Community, a Stamford based non-profit organization dedicated to advancing the successful integration of immigrants and their families and ensuring that they become thriving and contributing members of their local communities.
- Laurel House, a nonprofit organization that provides resources and opportunities for people living with mental illness to lead fulfilling and productive lives in their communities throughout Fairfield County.
- Lifting Up Westchester, a nonprofit organization that works to restore hope to Westchester County’s men, women and children in need by providing food, shelter and support – ‘lifting’ them to greater self-sufficiency with dignity and respect.
- My Team Triumph, an athletic ride along program created for children, teens, adults and veterans with disabilities who would normally be unable to experience endurance events, such as 5Ks, half marathons and triathlons, making inclusion for people with disabilities possible.
- The Pro Bono Partnership, a nonprofit organization that mobilizes hundreds of attorneys from law firms and in-house corporate law departments to provide business and transactional legal services to nonprofit organizations that serve the disadvantaged or enhance the quality of life in neighborhoods in New York, New Jersey, and Connecticut.
- Stamford Family YMCA, a nonprofit organization committed to programs that strengthen the spirit, mind and body, including after-school programs and camps as well as fitness, swimming and other activities and events for YMCA members and others.
- The Stamford Museum & Nature Center, a nonprofit organization dedicated to the preservation and interpretation of art and popular culture, the natural and agricultural sciences, and history.
- Riverkeeper, which protects and restores the Hudson River and safeguards drinking water supplies through advocacy rooted in community partnerships, science and law.
- Stamford Public Education Foundation, a nonprofit dedicated to fostering relationships within the school district, corporate community, and city of Stamford to support and strengthen the public education system with funding, programming, and volunteers.
- Women’s Mentoring Network, a nonprofit organization that provides career, educational and personal resources that lead to the economic empowerment of low-income women and their families.
