Justin B. Heineman

Justin B. Heineman

Justin Heineman focuses his practice on mergers and acquisitions and corporate finance. He has significant experience representing buyers and sellers in public and private merger and acquisition transactions across a variety of industries. He also has experience representing companies in a broad range of corporate finance transactions, including initial and secondary public securities offerings and private placements of securities. Mr. Heineman regularly advises public companies on corporate governance issues, SEC disclosure and compliance requirements, and other general corporate matters. In addition to his corporate and securities practice, Mr. Heineman has represented numerous companies in connection with franchise formation, compliance, and relationship matters.

Selected Experience

Mr. Heineman's selected mergers and acquisition and corporate finance experience includes representation of:

· Delta Air Lines, Inc. in its $200 million at-the-market equity offering through Citigroup Global Markets;

· Landmark Communications Inc. in its sale of The Weather Channel to a consortium of NBC Universal Inc., Blackstone Group LP and Bain Capital LLC;

· Equifax Inc. in its $1.4 billion acquisition of TALX Corporation;

· Internet Security Systems, Inc. as securities counsel in its $1.3 billion merger with IBM;

· Certegy Inc. in its $4.5 billion merger with Fidelity National Information Systems, Inc.;

· Interland, Inc., a web hosting company, in its $60 million initial public offering;

· TurboChef Technologies, a publicly traded manufacturer of speed cook ovens, in a private placement of convertible preferred stock, strategic acquisitions totaling $34 million, and a $100 million follow-on public offering;

· Emageon Inc., a provider of software for the management of digital medical images, in its proxy contest and its sale to AMICAS, Inc. through a two-step tender offer;

· Recall Corporation in the completion of over 25 acquisitions in an acquisition program of data management and destruction companies in U.S. and Canadian markets;

· Suburban Lodges of America, a publicly traded extended stay lodging company, in connection with a $220 million cash merger and related divestiture of undeveloped real estate;

· Sun America Mortgage Corporation, a private mortgage broker, in its $50 million acquisition by SunTrust Bank;

· Planning Technologies, a private infrastructure consulting company, in a $50 million stock-for-stock sale to Red Hat;

· JWGenesis Financial Corp., a publicly traded brokerage and investment banking business, in its $100 million acquisition by First Union and the related distribution of interests in MVP.com as a special dividend to stockholders; and

· Regularly advising public companies in all aspects of securities regulation and SEC reporting matters.

In addition to his corporate and securities practice, Mr. Heineman has represented companies in connection with franchise formation, compliance, and relationship matters. His franchise and distribution experience includes counseling of start-up and established franchisors with respect to compliance with federal and state regulatory matters, structuring and documenting franchise and distribution programs, preparation of franchise disclosure documents, and drafting and negotiating franchise and related agreements. His selected franchise and distribution experience includes:

· Representation of franchisors, including O'Charley's, Inc. and America's Realty, Inc., in connection with the formation and implementation of their franchise programs.

· Assisting franchisors, including Waffle House, Inc., Aaron Rents, Inc. and Primrose Schools Franchising Company with ongoing federal and state regulatory and compliance matters; and

· Representation of a multi-unit franchisee of Burger King in the repurchase by Burger King of several restaurant sites.

Background

· Member of the Buckhead Business Association Leadership Development Program Class of 2006, and member of the Board and Vice President of Out of Hand Theater, Inc., a non-profit artist-run theater company based in Atlanta.

· Co-Chairman of the Firm's 2007 and 2008 United Way Campaigns.

· Member of Firm's Entry Level Hiring Committee and active participant in Firm lateral and summer associate recruiting programs.

· Staff member for the University of North Carolina Law Review.

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