Thomas Stromberg is a Partner in the Corporate Department of Kaye Scholer, where his areas of practice include mergers and acquisitions, corporate finance transactions, private equity, investment fund formation, joint ventures and corporate governance.
Mr. Stromberg's mergers and acquisitions and joint venture experience includes transactions in a broad range of industries, including life sciences, energy and environmental technology and infrastructure, information technology, telecommunications, chemical, manufacturing, business services, agribusiness and retail.
In the finance area, Mr. Stromberg has experience with mezzanine and junior capital funds formation, financing and restructuring, public offerings, private equity, venture capital, spin-offs, asset-based financings, leveraged acquisitions, leveraged lease transactions, convertible debt finance, multibank credits, underwriting facilities, project financings, credit enhancements, and debt restructurings and workouts.
Mr. Stromberg serves on the firm's Executive Committee and as the Co-Managing Partner of the Los Angeles office.
Recent General Representative Transactions
· Representation of owners of Associated Pathologists Laboratories in its sale to American Medical Laboratories, Inc.;
· Representation of Sophoi, Inc. in its sale of preferred stock to Oracle Corporation;
· Representation of BG Capital in the going private transaction of The Neptune Society;
· Representation of owners of high fashion jeans manufacturer in sale to Nautica, Inc.;
· Representation of Goldlion (Far East) Limited in the dual listing of its securities on Hong Kong and Luxembourg stock exchanges;
· Representation of The Cambria Group in its acquisition of DSA./Phototech;
· Representation of The Cambria Group in its acquisition of Paragon Products, LLC;
· Representation of Tregaron Capital Corporation in its acquisition of Glowtouch Technologies, Inc.;
· Representation of bondholders in connection with the exchange offer of StreamLogic Corporation;
· Creation of customs and similar laws and regulations to create a free economic zone in Nakhodka, Russia.
Representation of Allied Capital Corporation in connection with the following:
· Anthony, Inc., a manufacturer of refrigerator parts, in a subordinated debt and equity financing for acquisition purposes;
· Red Hawk Industries, LLC, a security system integrator for financial institutions, in a senior and subordinated debt financing for acquisition purposes;
· Network Hardware Resale LLC, a computer hardware resaler, in a subordinated debt and equity financing for recapitalization purposes;
· Graham Partners' acquisition of Line-X, a global provider of branded spray-on pick up truck bedliners and other industrial coatings through a franchise network;
Representation of Greyrock Capital Group, a small business investment company, in connection with the following:
· MWA Intelligence, Inc., a provider of service management, mobile workforce automation, and remote and intelligent asset diagnostic solutions, in its senior subordinated debt and equity investment for acquisition purposes;
· Allen Technologies, Inc., a provider of hospital television and video education technologies, in a subordinated debt and equity financing for acquisition purposes;
· Allstar Magnetics, LLC, a manufacturer of transformer and magnetic components, in a subordinated debt and equity financing for acquisition purposes;
· Arrowhead Brass Products, a manufacturer of brass plumbing products, in a subordinated debt and equity financing for acquisition purposes;
· Mozzarella Fresca, Inc., a supplier of high end mozzarella cheese, in a subordinated debt and equity financing for recapitalization purposes.
Representation of a publicly traded business development company in connection with the following:
· Bumble Bee Tuna, a major tuna canner and distributor, in a subordinated debt and equity financing for acquisition purposes;
· Futurelogic Corporation, a manufacturer of thermal printers for the gaming industry, in a subordinated debt and equity financing for recapitalization purposes;
· Northwest Coatings Corporation, a manufacturer of water-based adhesives and coatings, in a subordinated debt and equity financing for acquisition purposes;
· Soff-Cut Holdings, Inc., a manufacturer of industrial saws, in a subordinated debt and equity financing for acquisition purposes;
· Sunvest Industries LLC, a platform holding company established to acquire contract manufacturers, in a subordinated debt and equity financing for acquisition purposes;
Representation of Berkeley International Capital Corporation, a publicly traded investment fund, in connection with the following:
· Aerosol Services, Inc., a provider of aerosol and liquid packaging services, in a subordinated debt and equity financing for acquisition purposes;
· Andros, Inc., a manufacturer of devices for measuring industrial gasses, in a subordinated debt and equity financing in support of a going private transaction;
· Communication Technologies Companies, Inc., a California based communications company, in a convertible subordinated debt financing for recapitalization purposes;
· Medaes, Inc., a manufacturer of devices for delivery of medical gases to the bedside, in a subordinated debt and equity financing for acquisition purposes;
· Orleander, Inc., a distributor of high end bicycle accessories, in a subordinated debt and equity financing for acquisition purposes;
· Woods Equipment Company, a manufacturer of attachments for agricultural, landscape and light construction equipment, in a subordinated debt and equity financing for acquisition purposes;
Mr. Stromberg is fluent in Japanese and has practiced in Tokyo. He has handled cross-border transactions involving parties from Japan, China, Hong Kong, Russia, Indonesia, India, Australia and New Zealand, as well as Mexico, Canada and many countries in Western Europe.
Mr. Stromberg has been profiled in the "Transitions - Five Lawyers Adapt to the Post-New Economy" article, California Lawyer magazine, July 2001; as a "mezzanine maven" in the Los Angeles Business Journal, November 1996; "White Knights In Nakhodka," published by the ABA Young Lawyer Division of Barrister magazine, Summer 1992, and the "Bar Talk" section of the American Lawyer magazine, February 1992.
Media Appearances and Publications
Mr. Stromberg is a frequent speaker and author, has given numerous speeches and has written and conducted training sessions on various topics, including corporate governance, fund formation, due diligence in acquisitions, mezzanine financing, drafting techniques, preferred stock financing, structuring acquisitions, and cross-border financings. He has lectured at Stanford Law School, the Haas School of Business at University of California, Berkeley and the Kellogg School of Business at Northwestern University.
Membership(s)
Capital Roundtable Master Class on Mezzanine Finance (Co-Chair 2007-2009)
Strafford Publications (Corporate Law Advisory Board)
University of California, Berkeley Haas School of Business (2008 Sponsor, Center for Nonprofit and Public Leadership)
Board of Advisors of Mezzanine Finance Symposium
Board of Governors of Financial Lawyers Conference
USC Institute for Corporate Counsel
News
January 9, 2012, Kaye Scholer Announces 2012 Leadership Changes
October 10, 2011, Private Equity Goes "Back to Basics" Says Investment Funds Lawyer Tom Stromberg
July 27, 2010, Kaye Scholer's Palo Alto office Represents del Rey Global Investors in Investment by Northern Lights
March 4, 2010, Kaye Scholer Represents Hechmer and Wheeler in the Launch of del Rey Global Investors, LLC
July 10, 2008, G. Thomas Stromberg, Leading Private Equity Lawyer, Joins Kaye Scholer
Experience
October 4, 2011, Kaye Scholer Represents Endeavour SEAM in Investment in Lucky Strike Entertainment
June 2, 2011, Kaye Scholer Represents Independent Directors in Launch of del Rey Monarch Fund
February 15, 2011, Kaye Scholer Represents Endeavour SEAM in Strategic Investment in Vigor Industrials for its acquisition of Todd Shipyards
March 4, 2010, Kaye Scholer Represents Avante Mezzanine Partners in Formation of its First Fund
February 4, 2010, Kaye Scholer Represents Tregaron Capital Corporation in Acquisition
Events
July 15, 2011, Thomas Stromberg and Michael Messersmith Presented Webinar on "Debt Restructuring Insights & Best Practices for CEOs of VC-Funded Companies"
April 21, 2010, Stromberg Moderates LAVA 2010 Investment Capital Conference Panel
March 18, 2010, Unlocking the Potential of Small Business Investment Companies ("SBICs") - Using SBICs as Part of Your Next Fund
April 2, 2009, Using Private Equity and Hedge Fund Structures and Strategies to Invest in Distressed Assets
March 19, 2009, Buying a Distressed Business: Bankruptcy and Other Options
March 11-12, 2009, G. Thomas Stromberg Co-Chairs PLI Workshops and Master Class on Mezzanine Financing
January 29, 2009, Recent Trends in Civil Liability, Criminal Prosecutions and Regulatory Enforcement of Alternative Investment Funds - How to Stay One Step Ahead! (San Francisco)
January 28, 2009, Recent Trends in Civil Liability, Criminal Prosecutions and Regulatory Enforcement of Alternative Investment Funds - How to Stay One Step Ahead! (Los Angeles)
Publications
Fall 2011, Investment Funds Newsletter
July 14, 2010, "Partnership Agreements of Small Business Investment Company Funds," International Law Office
Summer 2010, Investment Funds Newsletter
Fall 2009, Investment Funds Newsletter
July 6, 2009, Spangler and Stromberg Author Article in The Deal
February 2009, "Getting Back to Basics for Hedge Fund Managers," The Deal Magazine
April 2008, "Drafting Market-Based MAC and Termination Fee Clauses," Corporate Counselor, Co-author
July 2005, "Lawyer Conduct Rules Under Sarbanes-Oxley & State Bars: Conflicts to Navigate?" Washington Legal Foundation, Co-author
2002, "How to Survive a Down Round," The Private Equity Analyst Guide to Venture Capital and Private Equity Attorneys, 2002 Directory
March 1999, "Summary of Mezzanine Finance," Private Equity Analyst Annual Review
July 28, 1998, "Tech Deals: Applying the UCC to Global Cyberspace Transactions," Los Angeles Daily Journal
March 1998, "Summary of Mezzanine Finance," Private Equity Analyst Annual Review
March 1997, "Summary of Mezzanine Finance," Private Equity Analyst Annual Review
February 3, 1997, "New Money, Leverage Issues Bring Challenges," Private Equity Week
November 1996, "Safeguards for the Mezzanine Investor," American Banker
April 1, 1996, "Mezzanine Loans Should Retain Debt Characteristics," Daily Journal
(Also at Los Angeles Office)