Representative Matters
Business Services and Transactions
Kahn Kleinman’s Corporate and Securities attorneys have vast experience in public and private securities transactions and regulation, mergers and acquisitions, and lending and borrowing transactions in a wide range of industries. Its clients range from entrepreneurial/emerging growth companies to well-established publicly-held institutions.
Representative Kahn Kleinman transactions are:
- Counsel buyers and sellers on all aspects of the merger and acquisition and recapitalization process, including due diligence, letters of intent, deal structures, pricing alternatives, negotiations and strategy, documentation, and closings
- Provide a wide range of general business and corporate counseling advice to businesses and entrepreneurs including corporate governance, shareholder matters, business contracts, strategic planning and dispute resolution
- Represent public companies in public offerings, tender and exchange offers, SEC reporting requirements, proxy disclosure issues, and anti-takeover strategies
- Advise investment-banking firms on underwriting, private placements, NASD matters, fairness opinions, and related regulatory compliance matters
- Counsel companies and investors in a wide range of private financings, including private placements, angel funding, venture capital, and traditional bank lending
- Counsels numerous public companies about ongoing governance matters, including Sarbanes-Oxley compliance
- Lead negotiator in 2003 for the City of Cleveland in connection with its 1,000,000 square foot proposed Convention Center and 2,400 unit residential development of Scranton Peninsula
- Counsel in connection with sales and recapitalizations involving public companies, including:
- Sale via merger of Royal Appliance (RAM: NYSE) to Techtronic Industries (TTI-Hong Kong) ($105MM)
- Rainbow Rentals (RBOW: NASDAQ) sale via merger to Rent-a-Center (RCII: NASDAQ) ($100MM).
- Sale via tender offer of Odd Job Stores (ODDJ: NASDAQ) to Amazing Savings Holding ($25MM)
- Sale of the wholesale division of Odd-Job Stores to a related party ($25MM)
- Negotiated and structured $48,000,000 sale of CBG Communications to ICG Telecommunications (ICGX: NASDAQ)
- Company or underwriter counsel for initial public offerings including:
- Olympic Steel ($70MM)
- Rainbow Rentals ($25MM)
- Royal Appliance ($105MM)
- Mazel Stores ($53MM)
- Mr. Gasket Company ($34MM)
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