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Private Equity & Venture

Taking the learning curve out of the equation.

Our team represents private equity and venture capital investors across all aspects of their investment cycle, from negotiating partnership agreements and structuring funds to undertaking platform acquisitions, restructurings and exit transactions. We also provide comprehensive legal and advisory services to portfolio companies, startups, entrepreneurs and businesses seeking financial investors and buyers.

Our insight into how the deal and regulatory framework varies from one jurisdiction and industry to the next enables us to anticipate and resolve issues early on, control for future risks and help clients make informed investment decisions. We pride ourselves above all on being both deal and difference makers, crafting and efficiently executing each transaction with creativity, care and experienced judgment.

Key Contacts

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Edward W. Moore, Jr.

Office Partner-in-Charge

Dallas, TX

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Joshua M. O’Bryan

Partner

Louisville, KY

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Zachary D. Bahorik

Partner

Cincinnati, OH

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Vance V. VanDrake III

Partner

Cincinnati, OH

How We Help Clients

Phase Acumen

Each facet of private equity — be it fundraising, portfolio management or exits — has its own specialized considerations. For this reason, we have team members focusing predominantly on specific phases of the private equity investment cycle. This focus enables us to apply our resources consistently and cost-effectively while keeping our client’s goals squarely in sight.

We help clients strike the right balance between managing risk and getting the deal done, with an eye toward maximizing the value measures our clients care about most: money, time and risk mitigation. Our comprehensive approach and deep industry and business perspective strengthen the services we bring to private equity, which include:

Formations

  • Fund structure, terms, negotiation, and documentation
  • Tax structure, credits, and incentives
  • Transaction financing (mezzanine etc.)
  • Regulatory matters
Acquisitions

  • Due-diligence and operational risk assessments
  • Immigration review
  • Regulatory counsel for industry-specific targets
  • Employment and equity compensation arrangements
  • Structuring and implementing governance arrangements
  • Merger & Acquisition services (including platform and add-on transactions)
Exits

  • Exit strategies
  • IPOs
  • Recapitalizations
  • Spin-offs, leveraged buyouts, carve-outs
  • Sales to financial and strategic buyers

Portfolio Services

Providing value-added governance and outside general counsel services to portfolio companies is another way we support our private equity clients. Whether it’s resolving employment and compensation issues, establishing governance best practices between private equity sponsors and their portfolio company boards, or laying the groundwork to maximize the value of the investment, we offer the same high-level insight and attentiveness.

Our Midwestern cost structure and values make us an attractive choice for clients looking to manage expenses and maximize returns — all while working with attorneys who have the local market knowledge to help them identify multiple paths to value creation.

Representing Sellers

Our private equity team also works with founders and entrepreneurs in connection with selling their businesses to private equity firms. Company owners who are considering a sale find our depth of private equity experience valuable in making strategic decisions and navigating the process. We help ensure that their legal compliance and risk management track records are assets during the sales process.

Middle-Market Focus

While our attorneys have handled billion-dollar deals in specialized industries like oil and gas and automotive, our focus is assisting clients in the lower-middle and middle markets. We’ve emerged as a go-to firm for clients operating in this space because of our ability to bring top-market terms and methods to middle-market deals. And, with offices throughout the middle of the U.S., we are well-positioned to help private equity funds target, vet and acquire businesses within and outside our footprint.

Cross-Industry Strength

Our private equity team is more than 50-strong, including several attorneys who, in addition to subject-area knowledge, bring a wealth of industry-specific experience in the automotive, tech, health care, manufacturing, oil and gas, logistics and franchising sectors. This background gives clients an uncommon advantage in understanding how the deal and regulatory framework varies by market. We have the resources to conduct quick-turnaround due-diligence and operational risk assessments in order to help clients evaluate industry-specific risks and make informed investment decisions.

Value Creation

Our proficiency in the middle market, combined with our nuanced understanding of private equity, enable us to efficiently help our private equity clients achieve their deal sourcing, planning and post-acquisition goals. While our primary goal is to usher each deal from start to finish line, we recognize that some deals inevitably wash out, and so we approach “broken deals” in creative ways that underscore our commitment to forging productive, long-term relationships with our private equity clients.

White Papers

Private Equity Blog

FTC Announces Final Rule on HSR Premerger Notifications: Overview of Changes and Impact on M&A ...

October 29, 2024 | Publications

Nearly 16 months after announcing proposed changes to the rules governing premerger notifications un...

Wood house model on computer laptop
Real Estate Investment Trusts as Mezzanine Lenders: A Call for Updated IRS Guidance

October 23, 2024 | Publications

*This article was originally published in the November-December 2024 issue of The Banking Law Journa...

Blueprints of towering skyscrapers with intricate architectural designs illuminated against a blue background.
REITs Demystified: An Introduction to Real Estate Investment Trusts

October 21, 2024 | Publications

*This article was originally published in Real Estate Finance Journal in October 2024. The real esta...

Two people working at a desk with a computer displaying charts and graphs, overlaid with various financial and analytical icons.
Structuring the Ownership of Qualified Small Business Stock (QSBS) – Is There a Role for Roth IRAs...

October 15, 2024 | Publications

This article considers whether there is a role for a self-directed Roth IRA when structuring the own...

Several chess pieces are arranged on a reflective surface, with a prominent king piece in focus and a bright, abstract background.
Navigating Section 1202’s Redemption (Anti-churning) Rules

September 30, 2024 | Blogs

Section 1202 provides for a substantial exclusion of gain from federal income taxes when stockholder...

Modern man paying something with a credit card at the hotel reception
A Visitor’s Guide to Hospitality REITs

September 4, 2024 | Publications

*This article was originally published in HotelExecutive on September 4, 2024 The hospitality segmen...

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