Mergers and Acquisitions

News & Insights

24 Nov Insight

Gun Jumping in Mergers and Acquisition

A recently filed complaint by the Department of Justice alleging violations of the Sherman Act and the Hart Scott Rodino Act for gun-jumping in a merger and acquisition illustrates the onerous conduct remedies that may be imposed in addition to fines in an area of M&A law where there are no bright lines that distinguish proper from improper conduct.
Freeborn Peters Alerts (PDF)


Representative Matters

  • Represented a Chicago-based private equity firm in connection with its financing and acquisition of a leading American precious metal dealer.

  • Numerous sales under Section 363 of the US Bankruptcy Code, including the sale of a telecommunications company that was named “Large Transaction of the Year” by the Chicago/Midwest Chapter of the Turnaround Management Association.

  • Represented multiple management groups involved in sales of portfolio companies from one private equity firm to another private equity firm, including sales of a leading supplier of mobile storage solutions, a manufacturer of snack products, a manufacturer of coatings for the printing industry and a provider of boiler room products and systems.

  • Sale of a manufacturer of high-performance automotive parts to a private equity firm.

  • Sale of a minority interest in a franchisor of fresh fruit bouquet retail stores to a private equity fund.

  • Represented a private equity fund in the sale of a leading provider of vehicle service contracts.

  • Sale of a Midwest-based specialty chemical business to a private equity fund.

  • Sale of a family-owned packaging business to a strategic buyer.

  • Numerous add-on acquisitions of airport-based aircraft service companies throughout the United States for an Orlando, Florida-based fixed-base operator.

  • Represented a health and life insurer and benefits administrator in the acquisition of a privately held company specializing in providing contact and call center services to the healthcare industry.

  • Representation of an exercise equipment and product distributor in the acquisition of a fitness equipment company.

  • Representation of a dental device manufacturer in the acquisition of dental related assets from a patent development company.

  • Representation of an international financial institution in the acquisition of another financial institution’s derivatives and institutional trading practice.

  • Representation of a railroad logistics company in the acquisition of a trucking logistics company.

  • Representation of a railroad logistics company in the acquisition of an intermodal logistics company.

  • Representation of an automotive parts supplier in its acquisition of an after-market motorcycle parts manufacturing and supply company.

  • Representation of an international bank, private equity firms and hedge funds in the restructuring and acquisition of a manufacturing holding company and its subsidiaries.

  • Representation of an international logistics, processing and data processing holding company in its proposed sale to strategic and private equity buyers.

  • Representation of an international technology company in the acquisition of a defense industry software development company.

  • Representation of a home goods retailer in the proposed acquisition of a furniture and entertainment goods retailer.

  • Representation of the group of partners in a risk consulting practice that was being sold by an international public accounting firm.

  • Co-lead counsel for a Canadian mining company in its $17 billion acquisition of another Canadian mining company. Involved with responding to the government’s “second request” for documents and data and negotiated the initial consent decree with the government. 

  • Represented the provider of healthcare decision support applications to a NASDAQ-listed provider of health information services, for approximately $60 million cash and stock, resulting from an auction of the company.

  • Represented national insurance claims management company in purchase of claims management business and assets from national insurer.

  • Represented privately held industrial company and its principal owner in sale of non-standard automobile insurer to strategic buyer.

  • Represented three individual owners of workers compensation specialty insurer to UK based buyer.

  • Sale of the largest online tie and clothing accessories company to a private equity firm.

  • Represented the subsidiary of a health and life insurer and benefits administrator in the sale of substantially all of the assets of a recognized leader in healthcare fraud and abuse management services, to a leading provider of revenue and payment cycle solutions.

  • Represented Canada's largest freight railroad and intermodal transportation provider's purchase of a railroad operating in the suburbs surrounding Chicago, from a major integrated steel producer. 

  • Acted as lead counsel for a Class 1 Railroad in connection with the $380 million acquisition of three railroads and a vessel transportation company.

  • Represented a major North American railroad company in the acquisition of a majority interest in a privately held railroad and transloading business for $18 million.

  • Represented a major North American railroad company in $40 million acquisition of a Michigan-based short-line railroad operator.

  • Served as U.S. counsel for a London-based company in connection with the sale of a division that manufactures and distributes aircraft equipment in the U.S. and in Europe.

  • Represented a family office in the sale of its successful start-up in the Illinois video gambling industry.

  • Represented a manufacturer and distributor of aircraft parts in the acquisition of a legacy aircraft parts business from an aircraft engine manufacturer.

  • Represented a printing business in the purchase of a printing facility from one of its competitors.

  • Represented a professional partnership in the sale of two of its divisions.

  • Represented a start-up internet service provider in multiple acquisitions as part of its roll-up strategy.

  • Sale of a consumer goods brokerage services provider to one of its competitors.

  • Sale of a distributor of specialized tools to a public company with a competing business (seven years after representing the ownership group in its acquisition of this distribution business).

  • Sale of a health care data analytics company to a public company competitor.

  • Sale of a leading manufacturer of nurse call stations to a diversified public company.

  • Represented an Oregon-based manufacturer of audio and video equipment in a sale to a large family office.

  • Sale of partners’ interests in a food ingredients brokerage business to the remaining partner.