"Everything they did seemed a level above all my prior dealings with other law firms."
Calfee client quote, IFLR1000
Overview
Calfee’s Private Equity team takes a committed, strategic approach to each of its clients and is dedicated to supporting their business goals.
Our private equity attorneys represent sponsors, investors, and portfolio companies at each stage of the private equity process. We have focused on transactional work for clients within this arena for more than 100 years, and over the past decade, we have helped clients invest and realize billions of dollars.
With more than 30 private equity professionals – comprised of corporate, securities, tax, and employee benefits attorneys – we are dedicated to getting the deal done while remaining responsive, creative, and efficient in negotiating and closing transactions for our clients.
Noteworthy
Chambers USA Leading Law Firm Rankings
For more than a decade, Calfee has been recognized as a Leading Law Firm for Corporate/M&A by Chambers USA, most recently in Band 2 in Ohio: North and Band 3 in Ohio: South and Central and in Band 2 in Banking & Finance in Ohio (2024).
Clients provided feedback to Chambers USA researchers, "Calfee consistently generates exceptional outcomes for their clients. They are extremely responsive and meet tight deadlines. Their lawyers represent the client's best interests while also conducting themselves in a collegial and professional manner. They offer exceptional service levels. The firm has done an excellent job with some of our most difficult transactions and brings a business sensibility while protecting and mitigating our risk. They consistently bring strong talent to any situation, operate in a seamless manner, and remain calm even under stressful circumstances. Clients appreciate the team's business-oriented, practical approach."
Best Lawyers® “Best Law Firms” Rankings
Calfee was selected for inclusion in the 2025 "Best Law Firms" rankings in the following areas:
- Banking and Finance Law (National Tier 2, Regional Tier 1 Cleveland)
- Commercial Finance Law (Regional Tier 2 Cleveland)
- Corporate Compliance Law (Regional Tier 1 Cincinnati, Regional Tier 2 Cleveland)
- Corporate Governance Law (Regional Tier 1 Cleveland)
- Corporate Law (National Tier 1, Regional Tier 1 Cleveland, Regional Tier 1 Columbus, Regional Tier 1 Cincinnati)
- Leveraged Buyouts and Private Equity Law (National Tier 2, Regional Tier 2 Cleveland, Regional Tier 2 Cincinnati)
- Mergers & Acquisitions Law (National Tier 2, Regional Tier 1 Cleveland, Regional Tier 1 Columbus, Regional Tier 1 Cincinnati)
- Tax Law (Regional Tier 1 Cleveland)
IFLR1000, Guide to the World's Leading Financial and Corporate Law Firms and Lawyers
Calfee was selected for inclusion in IFLR1000 – Guide to the World's Leading Financial and Corporate Law Firms in 2024:
- Banking as a Notable Law Firm – United States and in Tier 1 – Ohio
- Capital Markets as an Active Law Firm – Ohio
- M&A in Tier 2 – Ohio
Professionals
Professionals
Chair, Investment Management
Experience
Experience
- Served as exclusive counsel to a multi-billion private equity firm client in its 2024 sale of all of the equity interests of a portfolio company to a global private equity firm.
- Served as sole corporate legal counsel to our client, a private holding company and its stockholders, in a complex transaction providing liquidity for the stockholders while maintaining their majority ownership interest in their operating companies. The transaction involved a wholly owned subsidiary of a publicly traded (foreign stock exchange) private equity firm invested in a wholly owned subsidiary of the client holding company. (2024)
- Represented a portfolio company of a private equity firm in its acquisition of a designer and manufacturer of Ball Bearing Control (push-pull) cables and control systems based in the Northwest.
- Represented a portfolio company of a private equity firm in its 2024 acquisition of a leading designer and manufacturer of rod ends and spherical bearings serving the aerospace, defense, and industrial markets.
- Served as exclusive counsel to a leading technology-enabled distributer and affiliate of a private equity firm client in its 2024 acquisition of substantially all of the assets of a distribution company.
- Served as lead counsel for a Washington, D.C.-based platform company of a New York state private equity firm in its acquisition of a Texas company. (2024)
- Served as exclusive counsel to a multi-billion dollar private equity firm and registered SEC investment advisor in its 2024 minority investment in Northwest U.S. company, allowing the client to assist in the recapitalization of the company via a non-controlling minority interest.
- Served as exclusive counsel to a multi-billion dollar private equity firm and registered SEC investment advisor in its 2024 minority investment in a Texas company, allowing the client to assist in the recapitalization of the company via a non-controlling minority interest.
- Represented a multi-billion investment advisory firm in the 2024 sale of its business to a multi-billion dollar investment advisory firm.
- Served as exclusive counsel to a private equity firm in the 2024 acquisition of all equity interests of two Michigan-based companies.
- Represented a private equity firm client in its 2024 acquisition of a leading manufacturer of customized, extruded elastomeric profiles for the automotive, heavy truck, and industrial markets owned by an Employee Stock Ownership Plan, which added legal and regulatory complexity to transaction documentation, structuring and negotiation. Due to significant equity co-investment by the lender to the transaction, closing the transaction required the drafting and negotiation of a bespoke agreement to govern the equity arrangements of the business on a go-forward basis. Equity documentation and structuring accommodated additional equity investment, from outside the client's fund, via a sidecar equity vehicle.
- Served as exclusive counsel to a leading technology-enabled distributer and affiliate of a private equity firm client in its 2023 acquisition of substantially all of the assets of a California company.
- Represented a general aviation company in its 2023 sale of all equity interests of a business line to a private equity investment firm.
- Served as lead counsel to a multi-billion dollar private equity firm in its acquisition of a Virginia company serving customers in more than 140 countries. (2023)
- Served as lead counsel to a multi-billion dollar private equity firm in its acquisition of a Midwestern technology company; the transaction involved a seller rollover of proceeds into the equity of the buyer and multiple employment agreements and equity incentive arrangements were negotiated and entered into at closing. The transaction also included a pre-signing creation of a buyer subsidiary, a pre-closing reorganization of the target entities' structuring and ownership, and the implementation of a post-closing, cross-border IP-licensing structure. (2023)
- Served as lead and sole counsel to a multi-billion dollar private equity firm in the sale of a platform company with more than 30 locations in the U.S.; in between the signing and closing of this transaction, while parties awaited Hart-Scott Rodino clearance, Calfee represented the platform company in the acquisitions of multiple add-on businesses and effectuated the pre-closing reorganization of the sell-side structure. (2023)
- Represented a portfolio company of a private equity firm client in a strategically significant acquisition in 2023 of an overhead door manufacturing leaders that provided the client a foothold in Western U.S. As part of the deal, Calfee also successfully negotiated a multi-lender financing, which required coordinating with the owners of seven leased distribution centers across four states.
- Served as exclusive counsel to a multi-billion private equity firm client in its 2023 acquisition of substantially all assets of a cost segregation company, enabling the client to establish a specialty tax platform.
- Represented a private equity firm in the 2023 acquisition of a custom plastic injection molder specializing in small, tight-tolerance parts and a technical injection molder serving the medical device, general industrial, defense, and green energy industries.
Services
Services
The implementation of the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank) has been followed closely by our Private Equity group. The challenges presented by Dodd-Frank affect a range of private equity activities both from the fund formation and investor perspectives, and we are focused on counseling our clients in the new regulatory environment.
Fund Formation
Calfee lawyers have represented sponsors and investors in a wide variety of closed-end and open-end funds, ranging in size from less than $10 million to more than $425 million in committed capital, including buyout, venture capital, mezzanine, special-purpose, and hedge funds, as well as funds-of-funds. We also counsel clients in fund restructurings, including spin-offs of pooled investment vehicles to independent ownership.
Representing sponsors and investors provides us with an in-depth understanding of private equity from a variety of perspectives. In addition, because we frequently continue to represent funds after they have been formed, we are sensitive to the problems that can arise over the life of funds.
Using a team approach, our corporate lawyers work closely with our tax, ERISA, and securities lawyers, among others, to structure funds in the most efficient manner from a tax and operational point of view.
Structuring the Deal
Calfee also has extensive experience in structuring the sponsor’s internal management “deal.” This experience allows us to tailor the fund’s internal management to the sponsor’s objectives and to deal in advance with estate planning, control, distribution, separation, co-investing, and other issues that may arise over the life of a fund management company.
In addition, we have devoted substantial resources to creating complex, “carried interest” sharing arrangements among the principals and investment professionals of a fund.
Representing Lead Investors
Calfee also represents lead investors in private equity funds, including corporate pension plans, institutional investors, and state retirement systems. As a result of these representations, we are poised to address the economic and regulatory issues of a wide range of investors.
Our fund formation work, coupled with our investor representations, allows us to review and analyze a significant number of funds from every perspective, allowing us to provide well-rounded, multi-dimensional advice to our clients.
Making and Exiting Portfolio Investments
Leveraged Buyouts
Calfee has been involved in the leveraged buyout industry for the better part of a century and has been at the forefront of its dramatic expansion. We have formed leveraged buyout funds and closed hundreds of leveraged acquisitions and divestitures. In the process, we have developed tax and corporate transaction structures and techniques and have obtained an extensive understanding of the market terms and conditions.
Calfee takes a business-oriented approach to leveraged buyouts. Our lawyers must understand the business being acquired and must focus on the client’s economic and operational objectives. Our involvement typically begins at the early stage, advising on critical legal issues and assisting in structuring the proposal in the most efficient manner from a business, tax, and risk-allocation perspective (often in a very competitive auction environment). We also focus on our private equity clients’ needs to provide competitive and cost-effective management equity and incentive programs to their portfolio companies, consistent with their accounting objectives.
Our clients also turn to us for our strength in structuring and negotiating the various layers of senior and subordinated debt and equity financing in connection with a leveraged buyout. Typically, when we represent the deal sponsor, we also represent the target or portfolio company in structuring and negotiating the required financing. In transactions where we do not represent the deal sponsor, we frequently represent senior lenders, mezzanine lenders, or providers of equity capital and are familiar with the structures and deal terms used to protect their interests.
Venture Capital
Venture capital is another vital area in which Calfee is seasoned and able to add value for clients. We provide a full range of legal services to the VC community and understand the process for negotiating and structuring venture investments. We believe that a close understanding of the economics and business realities of each deal is critical to efficient deal management and effective representation. The balance between obtaining appropriate terms and cultivating quality, long-term relationships with a fund’s portfolio companies is key.
Our intellectual property practice of more than 35 attorneys along with our information technology and health and long-term care practices provide insight into the industries in which venture capital funds typically invest. We understand the potential benefits and risks associated with investing in these areas.
After assisting a venture capital client with its investments, we continue to add value by supporting and advising the fund in its ongoing relationships with its portfolio companies – facilitating the development of exit strategies, negotiating and structuring follow-on investments, and advising on board representation matters.
Representative Clients
Representative Clients
Calfee's Private Equity team has formed funds for a variety of clients, including the following:
- Align Capital Partners
- Austin Capital Partners
- BluePoint Capital Partners
- Bridge Industries
- Canal Capital Partners
- Cornerstone Capital
- CW Industrial Partners
- Early Stage Partners
- Evolution Capital Partners
- Excurro Capital
- Gates Group Capital Partners
- Kirtland Capital Partners
- Linsalata Capital Partners
- Mavenhill Capital
- MCM Capital Partners
- Watervale Equity Partners
- Western Reserve Partners LLC
News & Events
News
Events
Blog Posts
