Private Equity

With private equity lawyers working across our global platform, coupled with experience in key verticals and the deep capabilities of more than 750 lawyers from all major practice areas, Duane Morris helps create competitive advantage for participants across the industry.

For GPs, we deliver insights that optimize transactional value for both sellers and buyers, in control and non-control investments and with exit strategies; and support portfolio company growth strategies. We also provide guidance on fund formation and advise on market LPA terms and regulatory issues. For LPs, we review LPA terms and advise on efficient, effective investment strategies, including co-investment and direct investment, alignment of interests, transparency and governance issues. For business owners, we advise on growth strategies—not only on the mechanics of full or partial exits, but also on crafting wealth-planning approaches designed to positively impact economics for the owner.

With extensive experience in the transactional, regulatory and business climate for private equity, our lawyers are well positioned to help formulate strategies, deal structures and terms designed to ensure optimal solutions. The reason: Our lawyers think and manage like owners and investors, and understand that each potential investment is a unique decision with important implications for the business.

Our PE Forum events, LP Institutes and Connections publications contribute to the industry's thought leadership, providing business perspectives through the eyes of leaders in the private equity space.

Our major verticals of focus include:

  • Consumer goods
  • Education
  • Energy and energy services
  • Financial services and insurance
  • Fashion/retail/luxury
  • Healthcare
  • Hospitality and leisure
  • Life sciences
  • Technology and telecommunications
  • Manufacturing and industrials

Given our strategic firm-wide focus on private equity, broad experience in major industry sectors and an innovative culture deeply committed to client service, we are regularly called upon to work with the most sophisticated and demanding players in the private equity marketplace.

Representative Matters

Mergers and Acquisitions

  • Represented Blackboard, Inc. in its agreement to be acquired by an investor group led by affiliates of Providence Equity Partners in an all-cash transaction valued at approximately $1.64 billion, plus the assumption of approximately $130 million in net debt.
  • Represented the special committee of the Board of Directors of RCS Capital Corporation in connection with its acquisition of Cetera Financial Group, a leading independent broker-dealer, from Lightyear Capital for $1.15 billion.
  • Represented EQT Partners as part of international team in its acquisition of the US assets, in the amount of $270 million, of UC4 Software Group.
  • Represented Atlantic Industrial, Inc., an industrial services company, in its agreement to be acquired by The Brock Group, Inc. for $257 million.
  • Represented American Infrastructure MLP Fund L.P. (AIM), a California-based private equity firm, in its acquisition of a controlling interest in the Quik-Way Group. Quik-Way owns and operates more than 110 gas and convenience stores in Texas. As part of the transaction, AIM made an equity capital contribution and arranged for a new $100 million credit facility with a major commercial bank.
  • Represented Brace Industrial Group L.P., a Houston-based industrial services roll-up, in its acquisition of Basic Industries, LLC, an industrial services company, for approximately $33 million, with investment from a private equity firm.
  • Represented Skyline Global Partners, LLC in connection with the acquisition of Captek Softgel International, Inc. and Winning Laboratories, Inc. for $31.1 million.
  • Represented private equity firm Clarion Capital Partners and its portfolio company Lenox Corporation in Lenox's successful $22.2 million bid in the US Bankruptcy Court for the District of Massachusetts to acquire, in a Chapter 363 sale, substantially all of the assets of Reed and Barton Corporation, a prominent American silversmith manufacturer.
  • Represented CapX Partners in an $11 million sale-leaseback transaction with 21st Century Oncology.
  • Represented Equus Total Return, Inc., a private equity business development company, in its $6.6 million acquisition of oil and gas royalty interests from Warren American Oil Company.
  • Represented the shareholders of Ideal Protein, a Quebec-based corporation with significant U.S. operations, in the sale of a majority interest to funds advised by Apax Partners LLP, a global private equity firm.
  • Represented POSC Holdings, LLC, a subsidiary of Argosy Private Equity, in its acquisition of Eagle Automation Limited, a leading oilfield automation company offering services complimentary to Panhandle Oilfield Services Company, Inc., an integrated oilfield services company and portfolio company of Argosy Private Equity.
  • Represented Shelbourne Capital LLC in its new joint venture with Red Lion Hotels Corporation, a Spokane, Washington-based public company, involving the acquisition, equity and debt financing, and a capital improvement program for twelve hotels located in Washington, California, Oregon, Idaho and Utah.
  • Advised Newglobe Capital Partners on its business transfer to Intermediate Capital Group.
  • Represented Guardian Capital Partners in its acquisition of a controlling interest in McCubbin Hosiery, LLC.
  • Represented R&D Circuits, a portfolio company of Guardian Capital Partners, in the acquisition of Altanova Corporation, a manufacturer and distributor of ATE circuit boards.
  • Represented Quest Diagnostics in the acquisition of ConVerge Diagnostic Services, LLC, a New England based diagnostic laboratory, from Water Street Healthcare Partners, a Chicago-based private equity healthcare fund.
  • Represented SJR Group LLC, a digital marketing and strategy company, in the sale of substantially all of its assets to a subsidiary of WPP plc, the world's largest communications services group.
  • Represented Guardian Capital Partners in the acquisition of a controlling interest in Kwik Tek Inc. for an undisclosed sum.
  • Represented Clarion Capital Partners, a New York private equity firm, in connection with the sale of Strategic Outsourcing, Inc., a human resources outsourcing firm, to TriNet Group, Inc.
  • Represented Clarion Capital Partners, a New York private equity firm, in connection with the sale of Hartmann Luggage to Samsonite.
  • Represented the existing shareholders of Resco Group, Inc. in the sale of the company to an affiliate of Wellspring Capital Management LLC for an undisclosed sum.
  • Represented Guardian Capital Partners in its acquisition of majority interest in R&D Circuits, Inc., a New Jersey-based manufacturer of printed circuit boards, for an undisclosed sum.
  • Represented the Germany-based parent of Coty, Inc. in the sale of shares of Coty common stock to Berkshire Partners LLC, a Boston-based private equity firm, and Rhône, a private equity firm with offices in New York and London.
  • Represented private equity firm Guardian Capital Partners in its acquisition of the nation's leading provider of ready-made slipcovers and related accessories from D.E. Shaw & Co. As part of the representation, advised Guardian in related senior-credit, mezzanine and equity-financing transactions.
  • Represented Versa Capital Management in its acquisitions of Plymouth Rubber Company and Malden Mills in reorganization proceedings under Chapter 11 of the Bankruptcy Code.

Financing/Investing

  • Represented affiliates of American Energy Partners, LP in a private equity-backed equity investment of approximately $1.7 billion, including a subordinated debt investment of $450 million. The investment proceeds will be used to acquire and develop energy assets.
  • Represented Hill International in raising $75 million in gross proceeds ($71.5 million net) in a four-year, second lien term loan pursuant to a credit agreement entered into with funds managed by Tennenbaum Capital Partners, LLC. The company also amended its $100 million senior credit facility with a consortium of banks led by Bank of America, N.A.
  • Represented Main Street Capital Corporation in providing $40.5 million of financing, consisting of $38 million in senior, secured term debt and a $2.5 million direct equity investment.
  • Represented Zagis USA, LLC in the closing of a $7.76 million Federal New Markets Tax Credit facility for the expansion of a cotton spinning facility in Louisiana. The financing qualified under the Federal New Markets Tax Credit targeted population regulations and was structured by Advantage Capital Partners.
  • Represented Metric Capital Partners in connection with its their debt investment in Genebre Group S.L, one of the leading global players in the fluid controls industry.
  • Represented Metric Capital Partners in connection with their debt and equity investment in Augusta Securities Limited, a UK litigation funding business.

Fund Formation/Counseling

  • Advised Metric Capital Partners in completing its fundraising for its second pan-European special situation fund in the amount of €465 million.
  • Represented UIB Capital as sponsor of $50 million private equity buyout fund.
  • Represented UCM Partners in a specialty loan and asset private investment fund.

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Peer Reviews

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Diversity

"In my discussions with Duane Morris leaders, they frequently speak about how diversity within their firm has enabled them to better serve their diverse clients. They understand that investing in diversity is a wise business decision that positions them for the marketplace of the future."

Don Liu
Senior VP, General Counsel & Corporate Secretary
Xerox Corporation

At Duane Morris, achieving diversity is paradoxical. By supporting and celebrating the differences of our attorneys - and the individual strengths that they bring - our firm culture expands, fostering creative solutions for our clients. But diversity at Duane Morris does not mean that we have a certain number of diverse attorneys; true diversity means that it is no longer noteworthy to see diverse lawyers leading our practice groups or managing client relationships. Ascending to positions of leadership and greater responsibility and providing the highest levels of client service is simply what is expected of all our lawyers. Diversity is another strong asset that adds to our collective abilities to meet the needs of our clients.

Our vision of diversity at Duane Morris is to realize an environment in which our lawyers' outstanding qualities are not just measured by ethnicity, race, gender and sexual orientation, but more importantly, that our lawyers are remarkable as excellent attorneys above all else. Only then can we celebrate our differences while focusing on the common pursuit of legal excellence which everyone shares at Duane Morris.

To reach this goal, Duane Morris understands that the familiar diversity strategies and policies that most law firms have are needed. Without demanding results from such policies, most law firms are bound to fail in even achieving numerical hiring and retention goals. Duane Morris has been proactive and ambitious in its efforts to improve diversity at the firm, and has set deadlines for reaching the milestones which mark our progress. To create a more diverse law firm, Duane Morris is:

  • Committed to strategically increasing our diversity levels, which is currently at 10 percent.
  • Bringing together our Diversity Committee and our Hiring and Retention Committee to raise diversity as an important factor in our hiring decisions.
  • Dedicated to improving retention by building upon our monitoring and mentoring program for all diverse associates.

Combining new initiatives with our longstanding diversity efforts, Duane Morris has seen increasingly positive results. In the Minority Law Journal's annual diversity survey of the nation's largest 260 firms, Duane Morris continued to improve its regional and national ranking, rising to number 136 of all firms surveyed. Our strides in Philadelphia are encouraging; in a city known for both the racial diversity of its population and the lack thereof in its law firms, Duane Morris is one of only two law firms to exceed the national average of minority partners at all law firms. Additionally, Duane Morris leads all national law firms based in Philadelphia in the number of Latino partners. Nearly 30 percent of all of our attorneys are women, and more than 20 percent of our partners are women.

In our approach to diversity, progress in racial, gender and cultural diversity cannot be measured in numbers alone. Duane Morris has focused our diversity initiatives on both increasing the number of diverse associates and addressing the challenges diverse attorneys face in building lasting careers and rising to senior and leadership positions. While several of our key practice groups are led by diverse partners and female partners, Duane Morris endeavors to create a culture which will foster a deep pool of such attorneys who can then develop into the firm's future leaders. Duane Morris understands that simply hiring diverse associates will not change the diversity of the firm; Duane Morris is working to mentor and retain diverse associates so that our progress in racial, gender and cultural diversity is also reflected at the highest levels of leadership within the firm.

Our progress on gender diversity has been profound. We have no glass ceilings: women hold positions of leadership at all levels of management at the firm. Women lead a number of our key practice groups, including our Energy, Immigration and International practices, and serve on the firm's Executive Committee. The success of our female attorneys at Duane Morris has not gone unnoticed. Barbara Adams was chair of the firm's Finance Practice until her appointment by Pennsylvania Governor Edward Rendell to serve as General Counsel of the Commonwealth. In 2004, our longtime General Counsel, Gene E.K. Pratter, was approved by the United States Senate and is now a judge for the U.S. District Court for the Eastern District of Pennsylvania.

Our efforts to improve diversity extend beyond our firm's walls. The chair of our Diversity Committee, Nolan N. Atkinson, Jr., recognized the lack of diversity in Philadelphia's legal community and formed the Philadelphia Diversity Law Group. Nolan now serves as the chair of the organization, a consortium of 25 law firms and corporations that commits to employing at least one diverse first-year law student each as a summer associate. From this program, law students of diverse backgrounds gain access to what was once an exclusive legal community, and now have the opportunity to learn and develop their legal careers with experience at Philadelphia's top law firms.

In addition to our involvement in the Philadelphia area, Duane Morris has increased our presence at national conferences and events focused on diversity. We sponsor the Hispanic National Bar Association and its job fair. Duane Morris is also a longtime supporter and sponsor of the Equality Forum, a national gay and lesbian rights organization. Duane Morris continues to sponsor the Minority Corporate Counsel Association, and is active in other associations of diverse attorneys including: the Asian American Bar Association of the Delaware Valley; the Charles Houston Bar Association; Cuban Bar Association; Korean American Lawyers Association; National American Indian Housing Counsel and the National Bar Association.

The challenge of improving gender, ethnic and cultural diversity at Duane Morris is an ongoing effort that has the support of the entire firm. Duane Morris has been at the vanguard in supporting gender diversity throughout the firm beginning a generation ago. Our diversity programs are leading to similar success in improving racial and national origin diversity at Duane Morris. But even as we share these examples of Duane Morris attorneys and our involvement in numerous legal events, associations and programs for diversity, our hope is that such examples will no longer be necessary to mention in the future. We hope that through our efforts, and the efforts of other law firms, these stories become so common that they are no longer the remarkable accomplishments they are today, but simply routine aspects of the legal world tomorrow.