Brent M. Pietrafese

Brent helps clients consummate mergers, acquisitions, divestitures, leveraged buyouts, joint ventures, and restructurings for a wide range of companies and industries. He has developed particular expertise in representing private equity firms, family offices and other financial investors in leveraged buyouts, investments and dispositions.

Brent's experience with private equity firms, family offices and investment funds helps him assist clients in capital formation matters, including venture and mezzanine capital and other private equity financing matters. 

In addition, Brent provides day-to-day general corporate counseling to his clients and has extensive experience counseling clients on complex contract law matters, distributor and sales agent agreements, sales and purchasing contracts, and related terms and conditions of sale and purchase.

Brent joined Calfee in 2003, and he was elected Partner in 2012. He served as Vice Chair of the Corporate and Finance practice group (2022) and currently serves as Co-Chair of the Corporate and Finance practice group (2023-present).

Honors & Recognitions

• IFLR1000 – Guide to the World’s Leading Financial Law Firms, "Highly Regarded Attorney," M&A (2019-2023)
• IFLR1000 Elite Dealmaker, Mergers & Acquisitions (2018)
• The Best Lawyers in America^®, Corporate Law and Mergers and Acquisitions Law (2020-2024)
• Ohio Super Lawyers, Mergers & Acquisitions (2015-2016, 2022-2024)
• Ohio Super Lawyers, Ohio Rising Stars (2012-2014)
• Crain’s Cleveland Business’ 25th Anniversary "Forty Under 40" List (2016)

Education

J.D., Case Western Reserve University School of Law, 2003

M.B.A., Case Weatherhead School of Management, 2003

B.S., cum laude, Miami University, 2000

Experience

Brent’s representative experience includes:

• Represented a privately held manufacturer in connection with the sale of the Company to a subsidiary of a publicly traded, multi-billion-dollar Fortune 1000 company. The 2022 transaction was valued at $100+ million.
• Represented an aviation company client in connection with its 2023 acquisition of a leading equipment manufacturing supplier to the aviation industry.
• Acted as corporate counsel to a leading company in the aftermarket automotive parts space in connection with the 2022 sale of the Company to a middle-market private equity firm with $3 billion+ in assets under management.
• Acted as corporate counsel to a West Coast design-build multifamily residential construction subcontractor in connection with the 2023 sale of the Company to a middle-market private equity firm based in the East Coast with $2+ billion in assets under management.
• Advised CW Industrial Partners LLC (CWI; formerly CapitalWorks, LLC) in numerous acquisitions and divestitures, including the sale of its portfolio company, Ripley Tools, to Hubble Incorporated (HYSE: HUBB); its acquisition of Paradigm Window Solutions, a leading manufacturer of premium quality custom vinyl windows in the Northeast; and its divestiture of Bluffton Motor Works, a leading manufacturer of sub-five horsepower motors that power a wide variety of applications throughout the world, to WEG S.A. Additional recent acquisitions include Bryant Products, ERL, Libra Industries, Essco, Ohio Blow Pipe, C&M Conveyor, Safe-Way Garage Doors, and GEMCITY.
• Advised The Mifsud Group, owner and operator of TMG Performance Products, in connection with the sale of TMG to MiddleGround Capital. The acquisition of TMG was made through MiddleGround Capital’s platform company, Race Winning Brands, located in Mentor, Ohio.
• Advised MCM Capital Partners in numerous acquisitions and divestitures, including its recent sale (along with Torsion Group Corporation, or TCG) of TCG to Kaulig Capital; its sale of First Impression Iron Works to Digital Fuel Capital; and its acquisition of EB Industries.
• Advised Action Industries, Ltd., Torsion Plastics, LLC, and Flexbrush LLC in connection with the sale of substantially all of the companies’ assets to Torsion Group Corp., an affiliate of MCM Capital Partners, a private equity firm focused on acquiring niche manufacturers, value-added distributors and specialty service companies.
• Advised Systems Innovation Engineering (SIE) in connection with Trive Capital’s investment in the company.
• Advised Hartzell Propeller Inc. in their acquisition of Tanis Aircraft Products, a leading manufacturer of engine preheat systems for fixed and rotary wing aircraft based in Minneapolis.
• Advised Aitheras Aviation Group, LLC in the acquisition and disposition of several aircraft and negotiation of several service contracts with prominent Northeastern Ohio healthcare providers.
• Advised Babson Capital (MassMutual) in numerous mezzanine debt and equity investment transactions including Arrow Tru-Line, Fowler, and Clough Harbour.
• Advised ExactCare Pharmacy, LLC in its sale of a substantial minority-equity interest to a private equity investor; two years later, a subsequent “upsized” recapitalization to take out the initial private equity investor; and sale of additional equity interests to Nautic Partners, a larger private equity investor.
• Advised Ferro Corporation (NYSE: FOE) in several merger and acquisition transactions, including:
  
  • its divestiture of U.S. and Chinese fine chemicals business to Novolyte Technologies LP, an affiliate of Arsenal Capital Management LP.
  • its acquisition of certain assets related to the grinding and fabrication fluids business of Fluid Logic LLC, of Portland, Oregon.
• Advised PNC Erieview Capital in dozens of middle-market private equity investment transactions, including its investments in Advanced Medical Personnel Services, a travel therapy and nursing staffing company placing healthcare professionals in clinical settings nationwide; Wilson Orchard and Vineyard Supply, a provider of irrigation, planting, development, and harvesting equipment and supplies as well as irrigation system designs for commercial orchards and vineyards; and Dermatology Group, a physician practice management company.
• Advised Linsalata Capital Partners and its portfolio companies in numerous transactions including its acquisition and subsequent disposition of NeuroTherm, Inc., a leading manufacturer of products used primarily in the field of interventional pain management; and its acquisition of Eatem Foods, a manufacturer of bases and flavoring for soups, sauces and other foods.
• Advised National City Equity Partners in numerous mezzanine debt and equity investment transactions including Franklin Energy Services, Gila, Savage Sports, Arrow Tru-Line, Cumming Group, Altech Inspections, CPC/Moss Holdings, Olon Industries, and Vendormate, Inc.
• Advised an Ohio-based enterprise developing genetically modified algae as a bio-fuel source in its raising of several million dollars in equity investment to fund growth.

Professional & Community

• Northeast Ohio Trusted Advisors Network, a professional networking group, Executive Committee Member
• Cleveland Metropolitan Bar Association, Member
• Julie Billiart School, Emeritus Director, Past Chairman of the Board of Directors (2015-2019)
• Claire’s Crusade, Executive Board Member 
• Investment Committee for Blue Coats, Member

Presentations & Publications

• "Steps to Help Initiate a Seamless and Profitable Sale," Crain's Cleveland Business (January 2019)
• "Capturing Enterprise Value, Creating Legacy Through Business Transitions," Panelist (February 2019)