When the parties to the sale of a business are unable to agree on price, the buyer may attempt to bridge the valuation gap by offering to pay the seller an amount in addition to the purchase price – if the business is able to achieve certain earnings or other...
OVERVIEW & EXPERIENCE
After three decades in practice, Steve is an attorney to whom clients turn for his hard-earned expertise and the calm demeanor he brings to complex and challenging circumstances.
As chair of the firm’s Corporate Practice Group, Steve advises buyers, sellers and investors in mergers and acquisitions, private equity and commercial financing transactions. He has represented clients in both public and private transactions in a range of industries that include manufacturing, distribution, technology, real estate, transportation, energy, education, banking and consumer products.
Steve takes a comprehensive approach to his work for clients, offering them assistance with all facets of the planning, structuring, financing and operations of their businesses. He serves as outside general counsel for several of his clients.
One of Steve’s specialties is guiding private equity groups, including independent sponsors, in their investments, then assisting in the management of portfolio companies including debt and equity financings, recapitalizations, follow-on acquisitions, restructuring and liquidity events. In these types of transactions and others, Steve has expertise in representing both buyers and sellers.
Prior to joining KJK in 1989, Steve served as law clerk to Ohio Supreme Court Justice Ralph S. Locher, a former mayor of Cleveland. Steve was raised in Spain and enjoys international travel and scuba diving.
- Representing private equity groups in such transactions as:
- The $140 million sale of an aviation logistics business with international operations
- Acquisitions of portfolio companies involved in the distribution of pet supplies, pipeline products, industrial batteries and travel products
- Structuring of a private equity group’s investment in a $124 million acquisition of heavy duty gear and gearbox manufacturer
- The $44 million acquisition and related financing of a leading provider of airport ground handling services to the air cargo industry
- A $49 million leveraged buyout, $40 million refinancing and $17 million dividend recapitalization for a direct marketer of apparel, cosmetics and health-related merchandise
- The acquisition of the assets of a leading manufacturer and Internet retailer of ventilation hoods for commercial kitchens for approximately $30 million
- A $28 million acquisition of an Illinois repackaging and distribution company, including related senior and mezzanine financings
- The $10 million acquisition of a leading insurance adjusting firm with operations across the country, Canada and the Caribbean, and related equity and debt financings
- Negotiating such mergers and acquisitions as:
- A publicly-held manufacturing company with net sales in excess of $300 million in the formation and strategic acquisition of businesses located in the United States and several foreign countries and the $94 million sale of a primary business segment
- The $200 million merger of a publicly-held natural gas utility
- A leading regional beer and wine distributor with over $100 million of acquisitions of competing distributors
- A $90 million sale and recapitalization transaction for the stockholders of a company providing billing services to the health care industry
- Representing the owners of a direct marketer of women’s apparel, cosmetics and accessories, health-related merchandise and discount buying clubs in a $49 million leveraged buyout
- The $35 million sale of a designer and manufacturer of thermally sensitive actuators, valves and manifolds for various industrial markets
- The sale of over $30 million of companies operating pre-schools in the State of Ohio
- A $27 million sale of a nationwide business engaged in wooden pallet logistics, management and brokerage services to a competitor
- The sale of one of the largest manufacturers of poultry hatchery and incubation equipment in the world to a European concern
AWARDS & PROFESSIONAL AFFILIATIONS
- American Bar Association
- Ohio State Bar Association
- Cleveland Metropolitan Bar Association
BAR / COURT ADMISSIONS
- State of Ohio
- U.S. Court of Appeals, Sixth Circuit