For over 50 years, Hoge Fenton has provided business counsel to companies in a variety of traditional and emerging industries. Our clients rely on the extensive experience of the firm’s M&A Team to guide them through what is for many their most important and sophisticated business transaction – the purchase and sale of their business. Whether the transaction involves a purchase, sale, reorganization, or leveraged buyout, the business and tax lawyers on the M&A team offer our clients the experience and specialized knowledge to manage each step of the process efficiently and effectively.
The M&A Team has participated in substantial national and international business transactions. However, we remain dedicated to serving the South Bay, mid-Peninsula, and Tri-Valley communities, regardless of the size of the deal. For this reason, our rates are structured to remain competitive with other South Bay firms.
Our Experience
Following is a representative sample of transactions handled by the M&A team:
Semiconductor
- I/C manufacturer in the acquisition of the assets of a bankrupt competitor
- Semiconductor equipment manufacturer in the acquisition by manufacturer of sub-assemblies and modular gas delivery systems
- Printed circuit board design company in merger into publicly-traded electronics manufacturing company
- Semiconductor company in acquisition of wafer fabrication facility
Manufacturing
- Metal fabrication company in acquisition by publicly-traded conglomerate
- Minority shareholder of vacuum systems manufacturer in leveraged buyout of founder and majority shareholder
- Food processing company in consolidation with similar company
- Medical device manufacturing and distribution company in acquisitions of two competitors
Software
- Publicly-traded electronics manufacturing company in acquisition of communications software company
- Supply chain outsourcing company in acquisition by publicly-traded e-commerce company
- Software development services company in acquisition of software consulting company
- Software and hardware manufacturer in sale of software division to software company
Internet / Communications
- Internet data center in acquisition of co-location facility from bankrupt competitor
- Communications company in acquisition of ISP equipment and customers from two bankrupt competitors
- Automotive e-commerce service in acquisition of Web-based, Canadian provider of market information for purchasers of new and used automobiles
- Assisted in arranging financing for publicly-held telecommunications company
Media / Publishing / Printing
- Media company in sale of radio station assets to a leading foreign language broadcasting company
- Media and publishing company in merger with competitor
- Privately held on-line publishing company in sale of assets to competitor
- Specialty publisher of professional materials in sale of its electronic publishing divisions
Financial Services / Real Estate
- Owner and operator of golf courses in acquisition by privately-held buyer
- Residential mortgage banker in acquisition by publicly-traded mortgage banking company
- Residential real estate company in acquisition by the largest U.S. residential real estate brokerage company, a subsidiary of a publicly-traded financial services company
- Mortgage broker in rollup of six related entities
Automotive
- Towing company in acquisition by a publicly-traded national towing company
- Tire distributor in multi-million dollar acquisitions of two competitors
- Automotive dealership in acquisitions of five Bay Area new car dealerships
- Automotive parts franchisee in sale of assets to private buyer
Distribution / Wholesale
- Concrete production and distribution company in rollup transaction of several competitors
- Tool and supply distributor in acquisition by a private buyer
- Paper products distributor in sale of business to next generation family members and key employees
- Medical instruments supplier in merger with publicly-traded pharmaceutical company
Retail
- Owner and operator of 25+ grocery store chain in merger into 85+ grocery store chain
- Franchisor in acquisition of numerous commercial outlets and real property
- Men’s clothing retailer in acquisition of competitor’s assets
- Multi-location retail clothing company in acquisition by private buyer
Professional Services
- Numerous accountants, engineers, architects, physicians, dentists, attorneys and similar professionals in the purchase and sale of large and small professional services businesses
- Medical radiology group in public rollup transaction involving several radiology groups
- Emergency care physician group in acquisition by nationwide provider of emergency care services
- Prominent Bay Area regional CPA firm in merger with similar regional CPA firm
Other Businesses
The M&A Team has represented a variety of other businesses, including:
- Largest Bay Area commercial laundry business in acquisition by division of publicly-traded worldwide hotel company
- Billing services company in acquisition by nationwide provider of emergency care services
- Event productions company in acquisitions of two similar companies and a subsequent acquisition by a larger competitor
- Restaurant in sale of assets
- Seed producer in acquisition of seed coating developer
- Privately-held winery in acquisition by competitor
- Winery in acquisition by private buyer
Nonprofit
- Nonprofit provider of services to emotionally disturbed children in merger with similar nonprofit agency
- Nonprofit social services agency in acquisition of nonprofit provider of bereavement counseling and support services
- Nonprofit provider of job training and resources for disabled individuals in acquisition of assets of nonprofit provider of vocational programs
- Nonprofit museum in acquisition of collection of electronics industry artifacts from non-profit foundation
M&A Expertise
The M&A team employs an integrated approach toward mergers and acquisitions, utilizing the interdisciplinary resources of Hoge Fenton’s practice groups to ensure the proper handling of all legal aspects of M&A deals.
Corporate Law and Governance
Our corporate law attorneys represent businesses in a diverse range of industries, both public and private, in the U.S. and internationally. We represent clients in all aspects of corporate governance, including board and board committee composition, process and independence.
Corporate Finance
The M&A team regularly counsels issuers and underwriters in matters involving both public and private financings. Our attorneys are skilled in working with a wide variety of debt and equity instruments in financings involving both U.S. and foreign businesses.
Intellectual Property
Intellectual property is often a company’s most significant asset and, thus, can be of great significance in an M&A deal. Our attorneys work with clients, whether as acquiror or target, to identify, secure, and effectuate the effective management and timely transfer of intellectual property rights.
Securities and Private Equity
As companies begin to grow and expand out of the infancy stage, they invariably look to outside sources to fund that growth and expansion. The firm’s lawyers routinely assist such companies in the proper mechanics of structuring the capital fundraising process, whether it be debt or equity, to the proper compliance with the array of federal and state securities laws, to formulating and presenting the proper disclosures to an investor group. The firm also counsels clients on the ability to use their equity to attract and maintain present and future employees.
Tax
Our tax group has a sophisticated and varied practice, providing advice and counsel to businesses and individuals regarding federal, state and local tax issues arising from structuring corporate, partnership and LLC entities, business and real estate transactions, formation and operation of tax exempt organizations, and tax controversies.
Employment and Employee Benefits
Our attorneys counsel clients on all facets of the employer-employee relationship, including hiring practices, personnel policies, compensation, equity compensation plans, layoffs, terminations, and sexual harassment.
Real Estate and Environmental Issues
We advise and represent clients in real estate transactions and facility issues for all of their office, commercial and manufacturing needs. We regularly advise on facility leasing, acquisition, development, construction, financing, and on all aspects of environmental compliance, due diligence, investigation, and remediation.
Our Team
Sonia M. Agee
sma@hogefenton.com
Karl D. Chandler
kdc@hogefenton.com
John F. Doyle
jfd@hogefenton.com
John L. Lawrence
jll@hogefenton.com
David A. Marion
dam@hogefenton.com
Raji Nagarkar
rn@hogefenton.com
Kent E. Olsen
keo@hogefenton.com
Sblend A. Sblendorio
sas@hogefenton.com
Steven D. Siner
sds@hogefenton.com
Barry J. Toby
bjt@hogefenton.com
