Martin B. Shulkin focuses his practice on counseling businesses, particularly in the areas of entity formation, corporate governance, succession planning, mergers and acquisitions, emerging businesses, venture investments, intellectual property licensing, and corporate and commercial finance. He has handled numerous business transfers involving both public and private companies, including the sale or acquisition of clients in the pharmaceutical, healthcare, software, manufacturing, medical device, construction and retail industries.
Mr. Shulkin has represented venture funds, as well as emerging companies in multiple rounds of venture financing, multi-national corporations in cross border transactions and professional service firms in corporate restructurings. He has counseled distressed entities in business reorganizations and workouts, both in and out of bankruptcy. He has represented majority and minority shareholders and general and limited partners in business separations and restructures, and counseled business clients in connection with commercial and contractual disputes.
He is a member of the American and Boston bar associations. Admitted to practice in Massachusetts and Florida, he holds a J.D. from Boston College Law School and a B.A. from Williams College.
Representative Matters
Mergers and Acquisitions
· Counsel to private equity funds in their negotiations and acquisitions of multiple manufacturing companies.
· Counsel to the management shareholders of Sara Michaels, a leading manufacturer of bath and beauty supplies, in the sale of the Company to Dial Corporation in an all cash transaction.
· Counsel to Vested Development, Inc., a Russian-owned global software outsourcing provider, in its merger with EPAM Systems, creating one of the largest software outsourcing providers in Central and Eastern Europe.
· Counsel to a leading manufacturer of high tech lenses and coatings, including those used in the repair of the Hubble Space Telescope, in the sale of the company to a NASDAQ listed corporation for cash and stock of the acquirer. The transaction included post closing registration rights for the stock, and the use of a "collar" to protect the closing date stock valuation.
· Counsel to a major regional asphalt manufacturer/road builder in the sale of 100% of the stock of the Company to a European conglomerate in a cash transaction. The transaction included seven quarries and manufacturing plants with significant real estate and environmental issues.
· Counsel to Pet Supply Depot, a leading regional chain of pet supply stores in the sale of the company to Petco in an all cash transaction.
· Counsel to an institutional pharmaceutical company in the sale of the company to an American Stock Exchange listed corporation, for shares of the acquiring company. The transaction involved the simultaneous registration and sale of the shares with the sale of the company. The transaction also involved a two tier earn-out providing additional purchase price based on the company's performance for a three year period following the closing.
· Counsel to the buyers of a minor league baseball franchise in the acquisition of the franchise. The transaction included a lengthy application and approval process by the Southern League and Major League Baseball.
Professional Service Firms
· Counsel to a law firm in its partnership structuring and its formation of offices on a national basis.
· Counsel to a regional architectural firm in the sale of the company to a national engineering firm in a cash and stock transaction. As part of the sales transaction, principals of the seller became shareholders in the acquirer, and the documentation of the employment and ownership rights of the principals post closing.
· Counsel to a regional engineering firm in multiple acquisitions of engineering companies, and the documentation of employment and stock ownership rights in the acquirer for certain management employees of the acquired companies.
· Counsel to a regional accounting firm in the restructuring of the firm to provide "succession" planning. The transaction included revisions to the partnership agreement, the redemption of certain founders interests, and an agreement for future admission and retirement of partners.
· Counsel to the partners of a local accounting firm in the merger of the firm with another co-equal accounting firm. The transaction included the negotiation and documentation of the governing organizational and operating agreements of the merged accounting firm post closing.
Emerging Companies/Venture Financings/Private Placement
· Counsel to a California-based venture fund in multiple rounds of "seed" financing of startup companies situated in Massachusetts and New Hampshire
· Counsel to the venture capital group of a regional bank in multiple later stage rounds of venture financing of emerging companies situated in Massachusetts. The transactions included the negotiation and documentation of the initial term sheet, the share purchase agreement, the organizational documents including the rights and preferences of the different classes of stock, registration rights and shareholder agreements.
· Counsel to a custom software provider in its initial round of financing through a private placement to "sophisticated" investors, and in subsequent rounds of venture financing with the Silicon Valley Bank of convertible debt and warrants.
· Counsel to an internet publisher of alternative medicine information in Series A, B, C and D rounds of financing with a group of venture capital firms, led by a principal lead investor.
· Counsel to a real estate investment fund providing high yield debt and mezzanine financing. Transactions have included DIP financing for chapter 11 debtors; acquisitions of traditional bank loans and subsequent refinancing, including mezzanine financings of hotels, golf courses, skating rinks and shipyards.
Professional Activities
· American Bar Association
- Business Law Section
· Boston Bar Association
· Association for Corporate Growth
Experience
· Duane Morris LLP
- Partner, 1999-present
· Burns & Levinson LLP, Boston, Massachusetts
- Partner, 1980-1999
- Managing Partner, 1992-1996
- Associate, 1970-1971
· Sweeney and Franklin, Boston, Massachusetts
- Partner, 1979-1980
· Soble, Soble, and Shulkin, Boston Massachusetts
- Founding Partner, 1972-1979
· Chief Justice of the Superior Court of Massachusetts
- Judicial Clerk, Honorable G. Joseph Tauro, 1969-1970
Board Memberships
· Former Chairman, Board of Trustees, Hebrew Senior Life
Honors and Awards
· AV® Preeminent™ Peer Review Rated by Martindale-Hubbell
Selected Publications
· Author of chapter, "Helping the Client Assess and Avoid Risk," Deal Strategies for Venture Capital and Private Equity Lawyers: Top Attorneys on Protecting IP Assets, Handling Fund-Raising and Formation Issues, and Working with VC Funds and Buyout Groups to Structure Transactions. (2007)
· Author, "Don't fear the Hedge Fund," Financial Week (May 2007)
Selected Speaking Engagements
· Panelist, "Running Lean: Strategic Outsourcing for Value and Cost Containment," Boston, January 26, 2012