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Overview

Calfee’s broad M&A practice includes a wealth of experience advising public companies and their boards in connection with mergers, acquisitions, and other strategic transactions. In addition to representing public company buyers and sellers, we also have extensive experience advising boards on shareholder activism, takeover preparedness, fiduciary duties, and SEC and stock exchange requirements.

Our lawyers have been involved in counseling all of the various parties involved in takeover proposals (bidders, targets, special committees, lenders, intervening bidders, financial advisors, etc.), so we understand the perspectives of all of the players involved. Traditional counseling in this area is carefully balanced against the various fiduciary duty, corporate governance, and investor relations perspectives, including for example the impact and likely response by institutional shareholder groups (including ISS) to certain strategies or protective measures.

Our experience representing public company buyers and sellers, as well as their financial advisors, has provided us with the expertise needed to help clients successfully navigate the complexities of public company mergers and acquisitions. We have represented public companies in M&A transactions ranging in size from less than $5 million to more than $3 billion.

We also are well equipped to provide assistance in preparing for shareholder activism and responding to activist campaigns (including proxy contests), fashioning appropriate responses to unsolicited proposals, and helping prepare for a wide range of potential outcomes in the event that the client ultimately determines to pursue a strategic transaction.

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."

Best Lawyers® “Best Law Firms” Rankings

Calfee was selected for inclusion in the 2025 "Best Law Firms" rankings in the following areas:

  • 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)
  • Mergers & Acquisitions Law (National Tier 2, Regional Tier 1 Cleveland, Regional Tier 1 Columbus, Regional Tier 1 Cincinnai) 
  • Securities / Capital Markets Law (National Tier 2, Regional Tier 1 Cleveland, Regional Tier 1 Cincinnati)
  • Securities Regulation (National Tier 1, Regional Tier 1 Cleveland, Regional Tier 1 Cincinnat)
  • 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:

  • Capital Markets (Active Law Firm – Ohio)
  • M&A (Tier 2 – Ohio)

Professionals

Experience

Experience

  • Served as lead and sole legal counsel to a California-based consultant and broker-dealer to a publicly traded Fortune 1000 company. (2024)
  • Represented a publicly traded international company in its 2024 acquisition of a division of a regional manufacturing company.
  • Served as sole corporate legal counsel to a publicly traded, Fortune 1000 construction industry client on its acquisition of substantially all of the assets of two companies; in addition to negotiating two separate asset purchase agreements, the transaction involved negotiating numerous post-closing covenants and agreements to maximize the ongoing value of the transaction for Calfee’s client and coordinating the assumption of existing collective bargaining agreements and the post-closing operation of a union “shop.” (2024)
  • Served as sole corporate legal counsel to a private holding company and its stockholders in connection with the issuance of $22 million of preferred equity to an existing equity holder, a wholly owned subsidiary of a publicly traded (foreign stock exchange) private equity firm. (2024)
  • Served as sole corporate legal counsel to a publicly traded, Fortune 1000 construction industry client on its acquisition of substantially all the assets of a company located in the Southwestern U.S.; in addition to negotiating the asset purchase agreement, the transaction involved negotiating numerous post-closing covenants and agreements to maximize the ongoing value of the transaction for the client. (2024)
  • Served as M&A counsel to a multi-billion dollar privately owned company in its 2024 purchase of a business from a Fortune 500 publicly traded company.
  • Served as exclusive counsel to a publicly traded Fortune 500 manufacturing company in its 2024 acquisition of substantially all of the assets a company located in Hawaii and a company located in New York.
  • Served as lead counsel for a publicly traded industrial supply chain company in its 2023 divestiture of a business line to global supply company.
  • Served as sole corporate legal counsel to a publicly traded, Fortune 1000 construction industry client on its acquisition of substantially all the assets of three separate companies; in addition to negotiating the asset purchase agreement, the transaction involved negotiating numerous post-closing covenants and agreements to maximize the ongoing value of the transaction for the client. (2023)
  • Served as M&A counsel to a publicly traded Fortune 500 food industry wholesaler in its 2023 sale of a line of branded products to one of the largest privately held food importers.
  • Served as M&A counsel to a Fortune 500 publicly owned food industry manufacturing company in its 2023 $30 million sale of a business to a private company.
  • Served as lead counsel for a Fortune 1000 publicly owned food industry manufacturing company in its 2023 $60 million sale of a business to a publicly owned company.
  • Served as exclusive counsel to a publicly traded Fortune 500 manufacturing company in its 2023 acquisition of substantially all of the fabrication-related assets of a Texas company.

Client Feedback

Client Feedback

Clients responding to the IFLR1000 survey reported the following regarding Calfee's M&A and Capital Markets team:

  • "Calfee solves problems. They have a deep bench with a complete understanding of clients' needs. They are focused, hardworking, and get the job done. They are competitively priced."
  • "Calfee, Halter & Griswold consistently goes above and beyond on providing sound counsel to our company. They are extremely responsive and even work on the weekends when an acquisition is ready to close. They anticipate our needs and will suggest alternative methods for solving legal issues. We are lucky to have them represent us."
  • "Calfee is a sophisticated law firm with good depth across many practice areas. The lawyers have a strong sense of client service and are responsive to our needs."
  • "Second to none. We have used every major law firm in the market and no one has the depth of expertise and high level of service."
  • "They are excellent. I would recommend them. We have not used them significantly before this past year, and the work we used them for was M&A and IP assistance. They have been an impressive law firm to work with."
  • "Calfee is an excellent law firm. Their lawyers are extremely knowledgeable and pleasant to work with."

News & Events

News

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Calfee's Corporate and Finance practice "draws from an impressive statewide team with a strong track record across a broad range of corporate and transactional matters. Areas of excellence include M&A, securities offerings, and private equity and venture capital fund formation...financing corporate transactions, capital markets work, bankruptcy and workout matters and counseling on regulatory compliance."

Researcher comments, Chambers USA

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