Business and Transactions

The corporate attorneys at Ballard Spahr work with clients of all sizes and stages of maturity to negotiate, structure, and complete transactions that improve competitive position, add value, and sustain growth.

We provide practical advice to businesses on the best legal framework for operations, investments, regulatory compliance, and special initiatives. From entity formation, capital raising, and regulatory compliance to sophisticated mergers, acquisitions, and other liquidity events, our business and transactions legal work spans corporate life cycles and industries. Our attorneys' industry perspective, knowledge of regulatory regimes and agencies, and legal skill enable them to identify and address issues before they become obstacles.

Our clients range from innovative start-ups and funds to Fortune 100 companies—and many have been with us since their beginnings. We work with them as strategic partners—taking the time to learn the intricacies of their businesses and understand their short- and long-term goals, position in the marketplace, and tolerance for risk. Then we guide them to the most effective execution of business initiatives within the legal and regulatory parameters of their financial and investment activities. In this era of rapid technological advances, we pay close attention to security concerns and advise on safeguarding information and compliance with ever-changing regulatory requirements.

With more than 180 attorneys in offices across the country, Ballard Spahr has the national practice depth and talent to handle the most challenging and complex business law challenges. We know when to aggressively advocate a position and when to recommend a creative compromise that gets the deal closed quickly and still accomplishes our client's ultimate objectives.

Our M&A lawyers structure, negotiate, and close transactions for buyers, sellers, and related parties, including funds and institutional investors. We often act as transactional coordinators and collaborate within our team to address tax, intellectual property, environmental, employment, employee benefits, real estate, antitrust, and other implications. Ballard Spahr's merger with Lindquist & Vennum, a recognized leader in middle market deal making, further enhanced our transactional capabilities across industries.
In the Private Equity area, we advise private equity groups, venture capital firms, hedge funds, and other funds, managers, and investors on the structuring, formation, taxation, and regulation of all types of investment funds. We keep clients informed and advise them on ever-changing regulatory and compliance issues arising under U.S. and international investment, tax, and employee benefits laws. Our experience representing both funds and sellers enables us to see transactions from all sides and create tax-efficient structures that align the risk and reward to the goals of each side.
Our Securities lawyers advise companies, investment advisers, distributors, broker-dealers, and other service providers, as well as independent directors of investment companies, on complex capital markets transactions and securities reporting requirements. We guide clients in compliance with public reporting and proxy obligations and ongoing SEC disclosure obligations.
We advise companies on corporate governance and board affairs, including director duties and obligations and their relationships with shareholders, especially during transactions or shareholder disputes.
We advise private companies through all stages of development and capital-raising activities, from startup financing to business combinations to private placements.
Our data security lawyers advise businesses on information protection and risk management programs, vendor management, disclosure requirements, employee training, and cyber incident planning and response. We have deep experience in cyber-related internal and governmental investigations, regulatory compliance and enforcement, and litigation.
Counseling on financial services regulation is a strength for the firm, including evolving Fintech issues implicating data security. Our lawyers are considered pioneers in the industry and keep pace with a shifting and demanding regulatory climate. We are national leaders in structuring and documenting new consumer financial services products, advising on compliance with federal and state laws throughout the country, and avoiding and defending litigation.
Our benefits attorneys advise clients in four major areas: executive compensation, qualified and nonqualified retirement plans, health and welfare benefit plans, and employee stock ownership plans (ESOPs). The group works closely with our employment attorneys, who handle complex employment litigation and provide advice and training on hot-button issues faced by employers.

Ballard Spahr recognizes the value of maintaining a cooperative environment. Clients trust us to consider the other side's legitimate concerns and avoid taking an unproductive adversarial position that could jeopardize the deal or negatively affect a post-closing relationship.

We represent clients across industries—banking and financial services, manufacturing, retail, life sciences and technology, energy, health care, education, government, real estate, insurance, and media, in:

Mergers and Acquisitions
Private Equity
Securities and Capital Markets
Consumer Financial Services
Emerging Companies and Venture Capital
Employee Benefits and Executive Compensation
Energy and Project Finance
EB-5 Transactions
Private Client Services
Health Care
Investment Management
Mortgage Banking
Privacy and Data Security
Tax
Commercial Finance

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Experience

Mergers and Acquisitions/Private Equity

We represented E.I. DuPont de Nemours & Company in many M&A transactions, including the $70 million acquisition of the outstanding stock of Coastal Training Technologies Corporation, a leading global producer and marketer of cutting-edge training programs.
We represented Giant Industries, Inc., a publicly traded refiner and marketer of petroleum products, in transactions including its acquisition by Western Refining, Inc., a publicly traded company in the same industry. The $1.3 billion transaction was complicated by a number of significant events, including two refinery fires, a transaction restructure, and a threatened injunction by the Federal Trade Commission.

We represented C-COR Incorporated, maker of cable network distribution equipment, in its $730 million acquisition by ARRIS Group Inc.
We represented Digene Corporation, a biotechnology company we took public in the early 1990s, in its acquisition by QIAGEN N.V., a Netherlands-based global lab diagnostic equipment company. The transaction was valued at $1.6 billion.
We represented Hercules, Inc., in a variety of M&A and financing transactions over the last decade and in its recent acquisition by Ashland, Inc., a specialty chemical company. The transaction value was approximately $3 billion.
We represented InfraSource Services Inc., a specialty contractor servicing utility transmission and distribution infrastructures, in its acquisition by industrial contractor Quanta Services Inc. in an all-stock deal valued at nearly $1.3 billion. InfraSource became a wholly owned subsidiary of Quanta, with Quanta shareholders owning 75% of the combined company and InfraSource shareholders owning the remaining 25%.
We represented The Najafi Companies, LLC, in transactions including the acquisition of the Book-of-the-Month Club business in the United States and Canada from Bertelsmann AG.
We represented Penske Automotive Group, a publicly traded automotive group, and its subsidiary in M&A transactions including acquisitions and divestitures in several western states.
We represented Allied Waste Industries, Inc., in acquisitions and divestiture transactions with industry leaders Waste Management, Inc., Veolia ES Solid Waste, Inc., and Waste Services, Inc.
We represented Inlign Capital Group, LLC in investments, including those made in Whisper Creek Homes and Sound Surgical Technologies, LLC.We represented NewSpring Ventures, a private equity fund with $600 million under management, in numerous expansion stage investments.
We represented a communications equipment manufacturer in its sale for approximately $750 million.
We represented a NASDAQ-listed manufacturing company in the acquisition of a subsidiary of a Dutch company with operations in 14 countries, including separate services and asset acquisition agreements with subsidiaries in 14 countries.
We represented a NASDAQ-listed manufacturing company in acquiring a processing plant in India.
We represented a large retailer of contact lenses in the cash and stock-for-assets acquisition of a Singapore company and its Chinese affiliates (including a contact lens manufacturing facility and related intellectual property) and related financing with a large U.S. bank and the Development Bank of Singapore.
We represented an Australian company, New Horizon Minerals, in its $25 million acquisition of assets out of bankruptcy in the Western United States.

Securities

We counsel more than 30 public companies in periodic reporting with the SEC and in day-to-day securities disclosure matters.
We have represented Exelon Corporation and several of its predecessor and subsidiary companies for more than 35 years. We have handled more than $8 billion in public and private debt and preferred securities offerings, significant restructuring, and a substantial increase to more than $6 billion in the company's revolving credit facilities. We also handled the securitization of $5 billion of PECO's stranded costs, which at the time was the largest U.S. asset securitization. Our attorneys established commercial paper programs, negotiated derivative transactions, and developed a process for SEC compliance for all of Exelon's reporting companies.

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