Wayne H. Elowe concentrates his practice on international business and complex commercial transactions, with an emphasis on mergers and acquisitions, joint ventures, strategic alliances, licensing, and technology transactions. He represents publicly traded and privately held multinational corporations, private equity funds and other investors in various industries, including information technology, health care, pharmaceutical, manufacturing, telecommunications, outsourcing, chemical and food.
Wayne has represented clients in more than 50 countries in Asia, Europe, the Middle East and Latin America. He has more than 20 years experience representing U.S. companies doing business in China and representing Chinese public and privately owned companies as their global counsel.
In addition to his transactional experience, Wayne also serves in the role of outside general counsel to a number of multinational clients and is actively involved with their senior executive teams in developing and implementing strategy-concerning matters such as new business and product initiatives as well as corporate matters such as litigation.
Areas of Concentration
· Cross-border mergers and acquisitions
· International joint ventures
· Strategic alliances
· Pharmaceuticals, life science and information technology
Awards & Recognition
· Team Member, Corporate Board Member magazine and FTI Consulting Inc., one of "America's Best Corporate Law Firms," 13th Annual Legal Industry Study, 2013
· Listed, The Legal 500 United States, 2011-2012
· Named, Legal Media Group: Guide to Leading Practitioners - China, "Leading Practitioner in Mergers and Acquisitions and Finance Law," 2011
· Rated, AV Preeminent® 5.0 out of 5
· Represents Neusoft Corporation, a Chinese public company and the largest software development and information technology outsourcing company in China, and its affiliates in connection with various cross-border transaction and joint ventures involving complex technology platforms, venture capital financings and commercial relationships.
· Represents a Dutch manufacturer of complex FDA-approved bottling and food processing equipment in connection with its U.S. and foreign operations including contract negotiations and corporate counseling.
· Represents a U.S.-based pharmaceutical corporation in connection with all of its corporate matters including the in-licensing of innovative patented technology used in connection with new product development.
· Served as lead counsel to Biotest AG, a German publicly traded biotechnology company in signing $500 million global license, development and commercialization agreement with Abbott Laboratories for the further development and commercialization of a novel anti-CD4 antibody for the treatment of Rheumatoid Arthritis (RA) and psoriasis.°
· Represented a German pharmaceutical company in connection with a $400 million licensing and commercialization transaction to obtain rights to commercialize in the European Union patent technology rights and products developed by a U.S. biotechnology company.°
· Represented Blue Cross Blue Shield Association in connection with the strategic development and expansion of its business in China.°
· For 10 years, served as corporate transaction counsel to TLC Beatrice International Holdings, a $2 billion annual revenue multinational, and at the time, the largest African American-owned business in the U.S. Transactions included:
- the $573 million auction sale of its French food distribution°;
- the $190 million auction sale of its ice cream business in Spain.°;
- the €146 million sale of its holding companies located in the Netherlands.°;
- the structuring and negotiation of multiple joint ventures, financings and acquisitions in China°;
- the $45 million auction sale of bottling business in the Netherlands and Belgium to management led buy-out group.°; and
- the $500 million liquidation of the parent company and distribution of proceeds to the shareholders resulting in a significant return on equity.°
· Represented Fortune 500 manufacturer of carpets and floor coverings in connection with structuring an implementing joint ventures and commercial relationships with Chinese manufacturers.°
· Represented NYSE traded manufacturer of lighting fixtures in connection with its market entry into China and in connection with a strategic alliance with a Chinese and Dubai-based developer of lighting technology.°
· Represented Blount International in connection with the sale of substantially all of the assets of its lawn and garden equipment subsidiary to Husquvanna.°
· Represented Acuity Brands, Inc., one of the world's leading providers of lighting fixtures and related products and services, in its acquisition of substantially all of the assets a New Jersey-based manufacturer of lighting products.°
· Represented a Swedish private equity fund in a $500 million leveraged buyout of a U.S.-based specialty chemical business.°
· Served as lead counsel to TLC Beatrice International in group with complex minority shareholder put/call issues and with fending off a last minute hostile tender offer launched by a competing French retailer.°
· Represented one of the world's leading providers of lighting fixtures and related products and services in connection with its venture capital investment in and strategic alliance with Renaissance Lighting to obtain a license to patented LED lighting technology. The transaction involved the evaluation of more than 44 patents and the negotiation of the parties' respective commercialization rights, joint development rights and related ownership rights concerning new intellectual property.°
· Represented leading tobacco company in the negotiation and drafting of a master services agreement implementing a companywide e-procurement and supply management solutions.°
· Served as lead counsel in representing a U.S.-based outsourcing services company in acquiring majority ownership interest in India-based outsourcing services provider and in negotiation of master services agreements between the two companies.°
· Represented health care company in connection with the international aspects of a $1 billion joint venture with NewsCorp.°
· Served as lead counsel on behalf of private equity investors in a $100 million leveraged buyout of a U.S.-based retail food business.°
· Served as lead counsel to healthcare corporation in connection with its joint venture with Japan's Softbank Corp., a telecommunications and media corporation.°
· Represented, as lead counsel, private equity investors in a $280 million leveraged buyout of a U.S.-based wholesale food distribution business.°
°The above representations were handled by Mr. Elowe prior to his joining Greenberg Traurig, LLP.
Publications & Presentations
Articles, Lectures & Publications
· Speaker, "Global Outsourcing: An Overview of Best Practices and Contact Considerations," Silicon Valley Association of General Counsel's 23rd Annual All Hands Meeting, December 2011
· Author, "When It's Time to Renegotiate," Outsourcing Insight, November 2010
· Author, "Selecting the Form of Business Organization," International Construction Law, November 2009
· Author, "Critical Success Factors in Negotiating Outsourcing Transactions," Outsourcing Insights, January 2009
· Author, "Current Trends in Middle Market M&A - Do Buyers Stand a Chance?" Merger Monthly, August 2005
(Also at Shanghai, China Office)