University Attended:
Indiana University, B.S., in finance, 1974; Indiana University, B.S., with highest distinction, 1974
Law School Attended:
Indiana University Maurer School of Law - Bloomington, J.D., 1977
Year of First Admission:
1977
Admission:
1977, Indiana; United States Tax Court; 1977, Ohio
Memberships:
Appointments / Memberships
Member: Former member of Indianapolis (Business Law Section; former member of Executive Counsel) and Indiana State (Business Law Section) Bar Associations; Venture Club of Indiana; Community Organizations Legal Assistance Project, Inc. (COLAP), (former member of board of directors)
Birth Information:
Jasper, Indiana, July 9, 1952
Reported Cases:
Representative Matters: Represented large Indiana wholesaler of wine and spirits in connection with numerous asset and stock acquisitions of other wine and spirits wholesalers in Indiana, Illinois and Michigan.; Represented wine wholesaler in connection with the acquisition of all of the outstanding stock of a Michigan wine wholesaler in an IRC Section 338(h)(10) transaction.; Represented bottled water company in connection with the sale of all of its assets to The Perrier Group of America, Inc.; Represented Indiana-based manufacturer of specialty metal products in connection with the sale of all of its outstanding stock to CMW Acquisitions, Inc.; Represented large Indiana-based electrical contracting firm in connection with the sale of all of its outstanding stock to a Texas-based publicly traded company for cash and restricted stock.; Represented Indiana-based wood office furniture manufacturing company in connection with the acquisition of another wood office furniture manufacturing company through a forward triangular merger (including the Regulation A filing and obtaining an IRS Private Letter Ruling).; Represented engineering and computerized mapping business in connection with sale of all of its outstanding stock to a Colorado-based publicly traded company for cash and restricted stock in an IRC Section 338(h)(10) transaction.; Represented printing company in connection with the sale of all of its outstanding stock to a Tennessee-based publicly traded company.; Represented company in connection with the acquisition of assets of an insolvent printing company from the Bankruptcy Trustee.; Represented Illinois beer wholesaler in connection with the sale of substantially all of its beer distribution rights in numerous transactions.; Represented Indiana-based investment firm in connection with the organization of and registration as a securities broker-dealer, investment advisor, futures commission merchant, commodity trading advisor and commodity pool operator.; Represented Indiana-based investment firm in connection with the organization of two commodity trading pools.; Represented Indiana-based computer software developer in connection with a Regulation D securities offering.; Represented wine and spirits wholesaler in connection with joint venture organized to distribute wine and spirits in the Commonwealth of Kentucky.; Represented numerous clients in connection with senior, subordinated and mezzanine debt financings and other loan transactions.; Represented numerous closely held businesses in connection with buy-sell agreements, complex shareholder agreements, minority shareholder disputes, recapitalizations and business succession matters.; Represented Chicago-based rectifier of spirits products in connection with the sale of its product brands and trademarks to a Maine-based rectifier of alcoholic beverages.; Represented numerous clients in connection with the establishment of phantom stock plans and other equity participation plans.; Represented numerous clients with the organization of corporations, limited liability companies and limited partnerships.
Transactions:
Represented large Indiana wholesaler of wine and spirits in connection with numerous asset and stock acquisitions of other wine and spirits wholesalers in Indiana, Illinois and Michigan; Represented wine wholesaler in connection with the acquisition of all of the outstanding stock of a Michigan wine wholesaler in an IRC Section 338 (h) (10) transaction; Represented bottled water company in connection with the sale of all of its assets to The Perrier Group of America, Inc.; Represented Indiana-based manufacturer of specialty metal products in connection with the sale of all of its outstanding stock to CMW Acquisitions, Inc.; Represented large Indiana-based electrical contracting firm in connection with the sale of all of its outstanding stock to a Texas-based publicly traded company for cash and restricted stock; Represented Indiana-based wood office furniture manufacturing company in connection with the acquisition of another wood office furniture manufacturing company through a forward triangular merger (including the Regulation A filing and obtaining an IRS Private Letter Ruling); Represented engineering and computerized mapping business in connection with sale of all of its outstanding stock to a Colorado-based publicly traded company for cash and restricted stock in an IRC Section 338 (h) (10) transaction; Represented printing company in connection with the sale of all of its outstanding stock to a Tennessee-based publicly traded company; Represented company in connection with the acquisition of assets of an insolvent printing company from the Bankruptcy Trustee; Represented Illinois beer wholesaler in connection with the sale of substantially all of its beer distribution rights in numerous transactions; Represented Indiana-based investment firm in connection with the organization of and registration as a securities broker-dealer, investment advisor, futures commission merchant, commodity trading advisor and commodity pool operator; Represented Indiana-based investment firm in connection with the organization of two commodity trading pools; Represented Indiana-based computer software developer in connection with a Regulation D securities offering; Represented wine and spirits wholesaler in connection with joint venture organized to distribute wine and spirits in the Commonwealth of Kentucky; Represented numerous clients in connection with senior, subordinated and mezzanine debt financings and other loan transactions; Represented numerous closely held businesses in connection with buy-sell agreements, complex shareholder agreements, minority shareholder disputes, recapitalizations and business succession matters; Represented Chicago-based rectifier of spirits products in connection with the sale of its product brands and trademarks to a Maine-based rectifier of alcoholic beverages; Represented numerous clients in connection with the establishment of phantom stock plans and other equity participation plans; Represented numerous clients in connection with the organization of corporations, limited liability companies and limited partnerships.