Justin G. Klimko is a shareholder practicing in Butzel Long's Detroit office. He is President of the firm and serves on its Board of Directors. He graduated from Duke University Law School (J.D., with distinction, 1980) and Ohio University (B.A., summa cum laude, 1977). Mr. Klimko has extensive experience in securities regulation, corporate financing, mergers and acquisitions, corporate governance and general corporate matters, fields in which he has practiced since 1980. Mr. Klimko has substantial experience in securities regulation matters for publicly and privately held companies. This includes analysis of and compliance with Sarbanes-Oxley regulations; public offerings (including IPOs); proxy statement preparation for annual meetings as well as for acquisition transactions involving public companies; preparation and review of Form 10-K, 10-Q and 8-K reports; preparation of Forms 3, 4 and 5 for reporting by certain insiders; preparation of Schedule 13E-3 statements in connection with going private transactions; analysis of Rule 144 issues for resales of securities acquired in non-public transactions; Regulation FD compliance; and general analysis and advice regarding registration, reporting and disclosure issues. He also has extensive experience in private placements and secured and unsecured financing transactions, including experience in venture capital financing for early stage companies and co-venture transactions involving participation in pre-IPO private financing. Mr. Klimko has substantial experience in planning, negotiating and implementing various types of merger and acquisition transactions, representing both acquiring and acquired companies, including sales of substantially all of a corporation's assets, straight mergers, reverse triangular mergers, share purchases, share exchange transactions and going-private transactions. He has represented companies making venture round investments in biotech and health care related companies as well as representing new companies in startup, general organization and operation and several rounds of venture capital financing. Mr. Klimko also has experience representing committees of boards of directors. He has represented special committees and standing committees investigating alleged financial mismanagement by corporate officers; accounting restatement issues; claims alleged by shareholders seeking to commence derivative litigation; and the financial fairness of going private proposals from company management. He has also advised standing board committees in the performance of their duties. Mr. Klimko taught corporation law for five years as an Adjunct Professor at the University of Detroit Mercy Law School, frequently lectures and authors articles on business law subjects and has served as general editor of a treatise on Michigan Business Forms and a contributing author for a treatise on Michigan contract law. Mr. Klimko is a past Chair of the State Bar of Michigan Business Law Section. He co-chairs the Business Law Section's Corporate Laws Committee, which monitors Michigan corporation laws and actively participates in their amendment from time to time. He chaired the Business Law Section's Ad Hoc Committee on Legal Opinions in Business Transactions, which issued a widely-referenced report providing guidance to attorneys in Michigan on issues involved in legal opinions provided in business transactions. In addition, he is a member of the Legal Opinions Committee, the Negotiated Acquisitions Committee and the Federal Regulation of Securities Committee of the American Bar Association. Mr. Klimko is included in the publication The Best Lawyers in America and enjoys an "AV" rating from the Martindale-Hubbell rating system. He is rated one of Michigan's top Corporate/M&A attorneys by Chambers USA Guide of America's Leading Lawyers for Business and is listed in Michigan Super Lawyers (Mergers and Acquisitions). Experience · Represented health care consulting firm in its $25 million equity capitalization by private equity investors · Represented a private equity investor in a complicated effort to purchase a major OEM's glass manufacturing operations in North America · Lead counsel for global polymers manufacturer in multiple acquisition and disposition transactions, including complex, multi-continent acquisitions, numerous acquisitions of U.S. based distributors and disposition of operations in Canada and the U.S. · Sold a U.S. based defense subcontractor to a subsidiary of an Israeli defense contractor · Assisted numerous clients with international transactions involving environmental due diligence and permitting throughout South America, Asia and Europe. · Lead counsel for asset purchase transaction of Aerospace and Medical Devices manufacturers · Represented pharmaceuticals company in multiple-round preferred stock financings involving 5 venture capital investors · Represented a machinery company in a sale to an ESOP and related commercial financing · Recapitalization transaction with a private equity investor for an IT consulting company · Assisted a large IT consulting company in a disposition merger with a major industry participant · Represented an automotive fasteners company in a disposition merger · Advised the special committee of the board of directors of a building products company in a management-led acquisition · Represented discount sporting goods retailer in commercial loan amendment News Media Releases 11.28.11, 68 Butzel Long attorneys named to DBusiness magazine's Top Lawyers in Metro Detroit 2012 10.19.11, Best Lawyers Names Two Butzel Long Shareholders as 2012 Best Lawyers of the Year in their respective practice 07.12.11, Butzel Long attorneys named to Chambers USA 2011 04.28.11, Butzel Long elects leadership team 01.20.11, Butzel Long President Justin G. Klimko to be featured during State Bar of Michigan Business Law Section's Business Boot Camp I 12.02.10, Sixty-four Butzel Long attorneys named to DBusiness magazine's Top Lawyers in Metro Detroit 2011 11.15.10, Butzel Long attorneys recognized by Chambers USA 2010 10.25.10, Forty-two Butzel Long attorneys named to the 2010 Michigan Super Lawyers list 10.06.10, Butzel Long attorneys featured recently at OESA day-long program on mergers & acquisitions 09.09.10, Butzel Long attorneys named to The Best Lawyers in America® 2011 04.21.10, Three Butzel Long shareholders elected to serve two-year term on firm's Board of Directors 11.09.09, Forty-Nine Butzel Long attorneys named to Super Lawyers 2009 listing 09.09.09, Butzel Long attorneys named to The Best Lawyers in America® 2010: Forty-nine attorneys recognized in national listing 08.27.09, Butzel Long attorney Justin G. Klimko to receive Outstanding Business Lawyer Award 06.24.09, Fourteen Butzel Long attorneys and practice areas recognized by Chambers USA 06.23.09, Butzel Long attorneys featured recently at State Bar of Michigan - Young Lawyers Section - 2009 Summit in Mt. Pleasant 06.05.09, Butzel Long and KPMG host Executive Briefing on June 9, 2009 in Birmingham 11.10.08, Butzel Long attorney Justin G. Klimko profiled in November edition of DBusiness magazine 10.22.08, Butzel Long attorneys named to The Best Lawyers in America® 2009 07.08.08, Butzel Long Top-Ranked in Litigation by Chambers USA 10.04.07, Butzel Long attorneys named to The Best Lawyers in America® 2008 06.29.07, Butzel Long top-ranked in litigation by Chambers USA News in brief 10.04.11, Butzel Long attorneys named to The Best Lawyers in America® 2012 Publications Client alerts 02.19.08, Alert: Investment Management - February 2008 01.01.08, Alert: Investment Management - January 2008 Memberships American Bar Association - Legal Opinions Committee, Merger and Acquisitions Committee, Corporate Governance Committee and Federal Regulation of Securities Committee State Bar of Michigan - past Chair of Business Law Section State Bar of Michigan - Co-Chair of the Business Law Section's Corporate Laws Committee State Bar of Michigan - Chair of Business Law Section's 1991 Ad Hoc Committee on Legal Opinions in Business Transactions and 2009 Michigan Ad Hoc Committee on Legal Opinions Working Group on Legal Opinions - Member of Association Advisory Board Recognitions 2009 Recipient of the Stephen H. Schulman Outstanding Business Lawyer Award Chambers USA Guide of America's Leading Business Lawyers - Corporate/M&A The Best Lawyers in America, Corporate Governance Law; Corporate Compliance Law; Corporate Law; Mergers & Acquisitions Law; Securities / Capital Markets Law; Securities Regulation, 1995-2012 The Best Lawyers' 2012 Detroit Corporate Governance Law Lawyer of the Year Martindale-Hubble "AV" rating Michigan Super Lawyers - Mergers and Acquisitions, Top 100 DBusiness Top Lawyers in Metro Detroit, Business Law; Corporate Governance and Compliance Law; Corporate Law; Mergers and Acquisitions Law; Securities Law, 2011-2012 Published Works "New Amendments to the Michigan Business Corporation Act," XXVIII-1 Mich. Bus. L.J. 10 (Winter, 2009) "Incorporation by Professional Service Providers: The Curious Case of Miller v Allstate," XXVII-3 Mich. Bus. L.J. 26 (Fall, 2008) "Proposed Amendments to the Michigan Business Corporation Act," XXV-2 Mich. Bus. L.J. 11 (Summer 2005) "The Sarbanes-Oxley Act: Possible Impacts on Privately Held Companies," 83-5 Mich. Bar J. 36 (May, 2004) "2001 Changes to the Michigan Business Corporation Act," XXI-1 Mich. Bus. L.J. 28 (Winter 2001) "The Effect of the Revised Business Corporation Act on Accounting for Capital Transactions," Co-Author, 41-4 The Michigan CPA 12, 42-1, The Michigan CPA 20 (1990) "The Revised Michigan Business Corporation Act: New and Improved for the 90's," XII-2 Mich. Bus. L.J. 1 (Spring 1989) "Takeovers and Greenmail Under Michigan P.A. 58," 67 Mich. Bar J. 630 (1987) |