Southwell todd

Todd R. Southwell

Member
Office

Chicago

130 E. Randolph St.
Suite 3900
Chicago, IL 60601
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Fax: 312.985.5541
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Practice Areas
Corporate LawHealth Care Law
Areas of Emphasis
Closely Held Business EntitiesCorporate GovernanceEmerging Growth/Venture CapitalJoint VenturesMergers & AcquisitionsPrivate EquitySupply Chain Agreements
Industries
Automotive & ManufacturingEnergy & UtilitiesFood, Beverage & HospitalityHealth CareInsuranceMiningOil & GasRetailTransportation & Logistics
Education
J.D., The John Marshall Law School, Chicago, Illinois
LL.M., George Washington University Law School, Washington DC
B.S.B.A., University of Dayton, Dayton, Ohio
State Bar Licenses
Illinois
Court Admissions
U.S. District Ct., N.D. of Illinois
Membership
M&A / Private Equity Committee Member, Association of Corporate Growth
Food and Beverage Committee, Association of Corporate Growth
Chicago Bar Association
Winnetka Hockey Club Board Member

Todd R. Southwell

Member

Todd R. Southwell is a Member in Clark Hill's Corporate Practice Group.  His areas of focus include mergers & acquisitions, private equity and venture capital transactions and general corporate representation matters. Todd is directly involved in all phases of transactions and business counseling matters, including management and board discussions, initial planning, structuring, negotiation, document drafting and implementation.  He is regarded as a seasoned deal lawyer and business advisor by clients.

Mergers & Acquisitions and Private Equity Transactions:  Todd represents acquirers, sellers and targets (both U.S. and non-U.S.) in mergers, acquisitions, takeovers, leveraged buyouts, exchange and tender offers, corporate reorganizations/restructurings and joint ventures.  He also represents private equity firms and portfolio companies in acquisitions and dispositions, add-ons, mergers, roll ups, strategic alliances and capital raises.

General Company Representation:  Todd regularly works with clients on a day-to-day basis on a broad range of general corporate, new venture and business-related matters, including contract drafting and negotiation, directors’ duties and corporate governance, disclosure issues and corporate compliance matters.

Todd is engaged by companies of all sizes, including large, middle-market and small businesses as well as business owners in a variety of industries. Among the industries in which Todd has had substantial transactional and business advisory involvement are the airline, container, defense, energy and utilities, financial institution, food and beverage, insurance, logistics, manufacturing, medical/health care, plastics/synthetic materials, processing and software/computer.

Prior to joining Clark Hill, Todd was a partner at Freeborn & Peters LLP and with the corporate practice of Latham & Watkins LLP in Chicago.  Todd frequently speaks on M&A, private equity, energy and food/beverage related topics.

Experience

  • Representation of a company in the multi-billion-dollar take private of an international natural resources, paper and manufacturing company.
  • Representation of the subsidiary of a public airline in the take private/merger, through a tender offer, of a public internet-based technology company.
  • Representation of a public oil and energy exploration company in its strategic acquisition/merger of another public oil and energy exploration company.
  • Representation of a public company in the sale of its bicycle manufacturing subsidiary.
  • Representation of a public energy company and a number of its subsidiaries in the sale of several international energy subsidiaries to a private equity firm.
  • Representation of a pre-packaged food processing company in its sale to a private equity firm.
  • Representation of an international food processing company in the sale of its U.S. potato processing subsidiary.
  • Representation of a grain and ingredient manufacturer in the sale of assets to a strategic buyer.
  • Representation of a public company's financial subsidiary in the capital investment of a baked goods supply, processing and distribution company.
  • Representation of a railroad logistics company in the acquisition of an intermodal logistics company.
  • Representation of an exercise equipment and product distributor in the acquisition of a fitness equipment company.
  • Representation of an international technology company in the acquisition of a defense industry software development company.
  • Representation of a railroad logistics company in the acquisition of a trucking logistics company.
  • Sale of a landfill products and equipment supply company to a private equity firm.
  • Representation of an automotive parts supplier in its acquisition of an after-market motorcycle parts manufacturing and supply company.
  • Representation of a dental device manufacturer in the acquisition of dental-related assets from a patent development company.
  • Representation of a public company’s financial subsidiary in the capital investment in an educational materials company.
  • Representation of the group of partners in a risk consulting practice that was being sold by an international public accounting firm.
  • Representation of an international financial institution in the acquisition of another financial institution’s derivatives and institutional trading practice.
  • Representation of a public company’s financial subsidiary in the capital investment of a manufacturing company.
  • Representation of the seller of a private hydro-power production company in the sale of the company to a private equity firm.
  • Representation of a private equity firm and its portfolio company in the sale of a number of the portfolio company's subsidiaries in the container and logistics industries to an international private equity firm.
  • Representation of an international logistics, processing and data-processing holding company in its proposed sale to strategic and private equity buyers.
  • Representation of a public medical device manufacturing company in its proposed multi-­billion-dollar merger of another public medical device and instrument manufacturing company.
  • Representation of a private equity firm in the capital investment in a medical care provider company.
  • Representation of a private equity firm in the capital investment in a hospital/medical facilities company.
  • Representation of a private equity firm in the multi-billion-dollar acquisition of an automobile component business.
  • Representation of a private equity firm in the capital investment in a glass manufacturing company.
  • Representation of an international company in the proposed acquisition of the assets of a U.S.-based plastics and synthetics resin manufacturer out of bankruptcy.
  • Represented a private equity fund in the sale of a leading provider of vehicle service contracts.
  • Representation of a private equity firm in the acquisition of a national insurance claims company.
  • Represented a private equity firm in the sale of an ancillary vehicle protection products and services company to a private equity firm.
  • Representation of a private equity firm in the proposed acquisition of a national insurance casualty company.
  • Representation of a private equity firm in the acquisition of a national insurance agency company.
  • Representation of a private equity firm in the proposed acquisition of a national insurance surety company.
  • Representation of a private equity firm in the proposed capital investment in an insurance brokerage company.
  • Representation of a private equity firm in the proposed capital investment in a regional insurance agency company.
  • Representation of a private equity firm and its portfolio company in the sale of the portfolio company’s software subsidiary to a software and technology company.
  • Representation of a private equity firm in the acquisition of an entertainment production company.
  • Representation of a private equity firm in the acquisition of the assets of an armored car company out of bankruptcy.
  • Sale of the largest online tie and clothing accessories company to a private equity firm.
  • Representation of a public company and its subsidiaries in the proposed sale of several non-U.S.-based utility subsidiaries and divisions.
  • Representation of a home goods retailer in the proposed acquisition of a furniture and entertainment goods retailer.
  • Representation of a private equity firm in the proposed acquisition of a movie theater company.
  • Represented Official Committee of Unsecured Creditors in In re Giordano’s Enterprises, Inc. (Bankr. N.D. Ill.).
  • Represented Chapter 7 Trustee of Knight-Celotex, LLC, an $80 million building supply manufacturer, in its liquidation proceedings before the U.S. Bankruptcy Court for the Northern District of Illinois.
  • Representation of an international bank, private equity firms and hedge funds in the restructuring and acquisition of a manufacturing holding company and its subsidiaries.
  • Representation of managers in the preparation of documentation for EB-5 private placement offerings.
  • Representation of start-up and growing companies with private placement offerings.
  • Representation of a solar energy technology company in multiple rounds of equity offerings.
  • Advise private equity firm on the board, management and officer structure of thirty-nine portfolio companies under its management.
  • Advise equity holders of an international container and logistics company on the restructuring of its board of directors and business expansion initiatives.

 

Experiences

Representation of an international private equity firm and its portfolio company in the sale of MicroStar Logistics, Inc., one of the United States’ largest beer keg and container leasing and logistics companies, and Global Asset Management, Inc.

Representation of a grain and ingredient manufacturer in the sale of assets to a strategic buyer.

Representation of an exercise equipment and product distributor in the acquisition of a fitness equipment company.

Representation of an international technology company in the acquisition of a defense industry software development company

Representation of a railroad logistics company in the acquisition of a trucking logistics company.

Representation of a public company in the sale of its bicycle manufacturing subsidiary.

Sale of a landfill products and equipment supply company to a private equity firm.

Representation of a pre-packaged food processing company in its sale to a private equity firm.

Representation of a public company's financial subsidiary in the capital investment of a baked goods supply, processing and distribution company.

Representation of a public company’s financial subsidiary in the capital investment of a manufacturing company.

Representation of a railroad logistics company in the acquisition of an intermodal logistics company.

Representation of the group of partners in a risk consulting practice that was being sold by an international public accounting firm.

Representation of the subsidiary of a public airline in the take private/merger, through a tender offer, of a public internet-based technology company.

Representation of a public oil and energy exploration company in its strategic acquisition/merger of another public oil and energy exploration company.

Representation of a public company’s financial subsidiary in the capital investment in an educational materials company.

Representation of a public energy company and a number of its subsidiaries in the sale of several international energy subsidiaries to a private equity firm.

Representation of an international financial institution in the acquisition of another financial institution’s derivatives and institutional trading practice.

Representation of a company in the multi-billion dollar take private of an international natural resources, paper and manufacturing company.

Representation of a dental device manufacturer in the acquisition of dental related assets from a patent development company.

Representation of an automotive parts supplier in its acquisition of an after-market motorcycle parts manufacturing and supply company.

Represent the seller of a private hydro power production company in the sale of the company to a private equity firm.

Representation of an international food processing company in the sale of its U.S. potato processing subsidiary.

Representation of a private equity firm and its portfolio company in the sale of a number of the portfolio company's subsidiaries in the container and logistics industries to an international private equity firm.

Represented a private equity fund in the sale of a leading provider of vehicle service contracts.

Representation of a private equity firm and its portfolio company in the sale of the portfolio company’s software subsidiary to a software and technology company.

Representation of a private equity firm in the acquisition of a national insurance claims company.

Representation of a private equity firm in the acquisition of an entertainment production company.

Representation of a private equity firm in the acquisition of the assets of an armored car company out of bankruptcy.

Sale of the largest online tie and clothing accessories company to a private equity firm.

Represented a private equity firm in the sale of an ancillary vehicle protection products and services company to a private equity firm.

Representation of a private equity firm in the capital investment in a medical care provider company.

Representation of a private equity firm in the proposed acquisition of a national insurance casualty company.

Representation of a private equity firm in the multi-billion dollar acquisition of an automobile component business.

Representation of a private equity firm in the capital investment in a hospital/medical facilities company.

Representation of a private equity firm in the acquisition of a national insurance agency company.

Representation of a private equity firm in the proposed acquisition of a national insurance surety company.

Representation of a private equity firm in the capital investment in a glass manufacturing company.

Representation of a public company and its subsidiaries in the proposed sale of several non-U.S. based utility subsidiaries and divisions.

Representation of a private equity firm in the proposed capital investment in an insurance brokerage company.

Representation of a public medical device manufacturing company in its proposed multi­billion dollar merger of another public medical device and instrument manufacturing company.

Representation of an international company in the proposed acquisition of the assets of a U.S. based plastics and synthetics resin manufacturer out of bankruptcy.

Represented Official Committee of Unsecured Creditors in In re Giordano’s Enterprises, Inc. (Bankr. N.D. Ill.).

Representation of an international logistics, processing and data processing holding company in its proposed sale to strategic and private equity buyers.

Representation of a home goods retailer in the proposed acquisition of a furniture and entertainment goods retailer.

Represented chapter 7 trustee of Knight-Celotex, LLC, an $80 million building supply manufacturer, in its liquidation proceedings before the U.S. Bankruptcy Court for the Northern District of Illinois.

Representation of a private equity firm in the proposed capital investment in a regional insurance agency company.

Representation of a private equity firm in the proposed acquisition of a movie theater company.

Represent managers in the preparation of documentation for EB-5 private placement offerings.

Represent a solar energy technology company in multiple rounds of equity offerings. 

Advise equity holders of an international container and logistics company on the restructuring of its board of directors and business expansion initiatives.

Represent start-up and growing companies with private placement offerings.

Advise private equity firm on the board, management and officer structure of thirty-nine portfolio companies under its management.

Representation of an international bank, private equity firm and hedge fund in the restructuring and acquisition of a manufacturing holding company and its subsidiaries.