Corporate | McCarter & English, LLP

The McCarter & English corporate team is a highly skilled group who has a reputation of being well-versed in helping clients navigate economic cycles, as well as political and social shifts.

Our Corporate lawyers help clients create and employ strategies that allow their businesses to thrive. We offer sound legal advice and business insight tailored to the needs of each client and their objectives for each transaction.

We represent multinational corporations, midcap enterprises, and startups from formation to IPO and everything in between. Our clients range from lenders and borrowers in substantial public and private financings; to private equity and venture capital funds, small business investment companies, and family offices in their formation and investments; to troubled companies in buyouts and restructurings; to closely held businesses in business continuity planning.

We invest time in learning the industries our clients are in so we can anticipate what keeps them up at night. Whether it’s the impact of blockchain technology for manufacturers, compliance concerns for financial institutions, or adapting to shifting rules and regulations placed on technology companies, we’ve got you covered.

Capital Markets

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We represent public companies and companies seeking to go public in all aspects of securities law. Our advice covers corporate governance, reporting and disclosure requirements, regulatory concerns, enforcement and investigations, and securities transactions. We are well versed in structuring and implementing securities law compliance programs to establish best practices for issuers and regulated financial institutions. We also represent broker-dealers and other regulated financial institutions.

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Debt Financings

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Public and private borrowers and banks, investment funds, as well as institutional and other lenders rely on our extensive, broad experience handling commercial loan transactions and debt offerings.

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Mergers & Acquisitions

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Our mergers and acquisitions lawyers guide both sellers and buyers through every step of a deal, from setting a strategy through to implementation. Our lawyers have handled business combinations ranging from small, privately negotiated transactions to mergers, tender offers, and other transactions involving public companies.

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Private Equity

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We counsel private equity investors through all phases, including fund formation, primary investments, and leveraged acquisitions. We implement value-added techniques at the initial funding stage, service ongoing portfolio company investments, and structure innovative exit strategies.

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Venture Capital & Emerging Growth Companies

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Our globally renowned Venture Capital & Emerging Growth Companies team empowers clients throughout the development cycle—from ideation to creation, capitalization, implementation, commercialization, and monetization. Our responsive, practical team assists hundreds of tech, tech-enabled, and life sciences companies and the investors who support them with every type of transaction.

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Represented a global healthcare and pharmaceutical company in the sale of all rights to one of its prescription products in the United States to another pharmaceutical company.

Represented Transfix, a digital freight management and logistics company, in the sale of its freight brokerage business to strategic buyer NFI Industries. Transfix will now operate as a technology developer and supplier offering its proprietary transportation management system and other logistics software.

Represented Boston-based private equity firm Fort Point Capital regarding transportation and regulatory issues in its acquisition of Northern California-based logistics services provider Yandell Truckaway and its affiliates YES! Logistics and SC Warehouses.

Former General Counsel to Union County Savings Bank focusing on bank regulatory and corporate matters.

Counseled our venture studio client in connection with the formation of the venture studio model and ultimate “spin-out” and commercialization of a new business concept focused on the development of a recycling process optimization software.

Represented GE Appliances on a transaction with Midwest Sales and Service.

Represented Vancouver-based Siyata Mobile Inc. (Nasdaq: SYTA), a global vendor of Push-to-Talk over Cellular devices, in a private investment in public equity (PIPE) transaction involving the sale of a senior secured convertible note and common shares purchase warrant.

Served as transportation counsel for A&R Logistics, Inc., one of North America’s leading providers of bulk products supply chain services, in its acquisition of First Choice Logistics, a provider of bulk liquid transportation and logistics services to the chemical industry.

Represented an industrial electrical contractor with instrumentation and telecommunications capabilities in connection with the merger of an affiliated commercial electrical contractor.

Represented Differential Venture Capital Fund, L.P. as lead investor in the $3.2 million Series Seed Preferred Stock Financing of Luther, Inc. Luther is augmenting human memory using AI to “Retain, Reinforce & Recall.” The founders describe the company as “Google for your memory.”

Represented PM Legal, LLC of New York and E-Law, LLC of New Jersey and their members in their sale to a portfolio company of Lexitas, a national legal support services company headquartered in Houston, Texas. PM Legal provides process service, investigations and other court services in New York and New Jersey, and E-Law offers electronic calendar tracking of New York and New Jersey cases.

Represented Clear Channel Airports, the Americas-based airports business of Clear Channel Outdoor Holdings, Inc. (NYSE: CCO), and one of the nation’s leading airport media providers, in the negotiation of the largest airport advertising and sponsorship contract in the U.S. with the Port Authority of New York and New Jersey.

Represented A&R Logistics, Inc., one of North America’s leading providers of bulk products supply chain services, as transportation counsel in its acquisition of L.T. Harnett, a provider of bulk liquid and dry transportation and logistics services to the chemical, food, and agricultural industries. Following A&R’s acquisition of First Choice Logistics in February 2020, for which we also provided transportation counsel, LTH is A&R’s second acquisition of a bulk products supply chain services provider in the past six months.

Represented Becton, Dickinson and Company (NYSE:BDX) as New Jersey counsel in connection with registered public offerings of $1.5 billion of common stock and $1.5 billion of depositary shares representing underlying preferred shares.

Provide ad-hoc representation to a $30 billion state pension plan in its limited partnership investments and in connection with such representation, provide Delaware law advice with respect to various matters, including fiduciary duty waiver provisions.

Represented Metuchen Savings Bank in its merger with Manalapan Bank.

Represented a multi-national electrical manufacturer in connection with a $17 million acquisition of the assets of an Ohio-based manufacturer of digital audio distribution systems.

Represented an international industrial group in connection with its $110 million stock acquisition of a manufacturer of fiber optic and cable assemblies for the datacom and telecommunications industries.

Represented an esports company, operating an online platform that connects gamers with video game coaching services, in connection with multiple rounds of financings.

Represented this community savings bank in all corporate matters, including its merger with Hanover Bank.

Representing this trade association in all corporate matters, including contracts.

Representing the Union County College Board of Trustees and Board of Governors in all corporate matters.

Advised this New Jersey–based bank in various regulatory matters and, in particular, the acquisition of Gold Coast Bank and the acquisition of the NJ and Pennsylvania branch operations of Berkshire Bank.

Represented an international industrial engineering and manufacturing firm in a multi-million dollar transaction in connection with the acquisition of a leading independent service provider for gas turbines in the US.

Represented a UK listed life sciences company in connection with a $17 million acquisition of the stock of a pharmaceutical products services company.

Represented a publicly traded financial services company in connection with a $425 million stock acquisition of an information and financial advisory services company.

Represented a medical device manufacturer in connection with a $12 million acquisition of the assets of a medical device distribution company.

Represented a New York-based environmental sustainability services company in a multi-million dollar cash and stock transaction in connection with its sale to a publicly traded company in the energy management and sustainability services sector.

Represented an educational resource catalog company in connection with its sale to a national distributor of a wide range of products to schools, hospitals, camps, and recreation facilities.

Represented a developer and provider of specialized conference spaces and integrated services for off-site professional meetings, in connection with the issuance of senior secured notes to private equity funds that invest in debt and equity in lower middle market companies.

Served as Delaware counsel to a multinational independent investment bank and financial services company with over $500 billion in AUM in its acquisition of a large integrated waste company. This deal was valued over $600 million.

Served as Delaware counsel to a UK listed property company on an acquisition of a portfolio of industrial assets in the UK, held by a Delaware limited partnership (acting by a Delaware GP). This deal was valued at over £100 million pounds.

Serve as Delaware counsel to a diversified global industrial manufacturing company on Delaware corporate and limited liability company law matters.

Represented an esports collegiate production company in connection with its sale to a private equity backed esports entertainment platform.

Represented a state pension plan in connection with its limited partnership investments in multiple private equity firms.

Represented a refractory lining and chimney construction-related business in its acquisition of a company specializing in masonry and steel structures, as well as in its acquisition of a company engaged in the construction of large industrial chimneys and tall specialized structures.

Represented a provider of bulk liquid terminal services in its acquisition of a New Jersey-based owner/operator of a co-generation facility.

Represented a leading pharmaceutical company in the sale of its research facility to a strategic buyer.

Represented the Greater Plainfield, New Jersey chapter of Habitat for Humanity in the acquisition of the Middlesex County, New Jersey chapter of Habitat for Humanity.

Represented a major for-profit school in connection with it obtaining a secured term loan facility.

Represented a specialty chemical company in connection with the purchase of the assets of a company dedicated to developing and providing superior animal health solutions.

Represented a multi-million-dollar private equity firm that invests in mezzanine debt and equity in lower middle market businesses across the United States. We assisted in its investment in an industrial safety supply distributor selling personal protective equipment ranging from hard hats and fall protection to gas detection equipment and hazardous material handling gear.

Represented a major insurance company in connection with a closing of the sale of its insurance group to a California-based insurance company and simultaneously merged their respective affiliated holding companies, a deal valued in excess of $250 million.

Represented a Florida-based broker dealer with $2 billion in assets under management in a sale of its assets to another broker dealer in a stock transaction.

Represented a major Mid-Atlantic insurance company in connection with a $3 million Series A Preferred investment in an Atlanta-based digital marketing and e-commerce venture.

Represented a modern real estate brokerage platform, operating a real estate discount listing service, in connection with capital raising efforts.

Represented a medical device start-up in the structuring of a complex commercial arrangement with a Fortune 50 company.

Represented a media technology company in connection with an international joint venture agreement.

Served as counsel to a subsidiary of a publicly-traded shoe and apparel company on a Delaware law matter.

Represented a life sciences company that develops quality surgical illumination devices in connection with multiple rounds of financing.