Fred Tannenbaum is recognized by the Illinois Venture Capital Association as a leading expert on private equity and venture capital, by a national bar association organization as a leading authority on mergers and acquisitions, and by the leading business publication, Crain's Chicago Business, as a top expert on family-owned businesses.  Fred has been recognized as an Illinois Super Lawyer for many years, an honor conferred on only 5 percent of Illinois lawyers, and a Leading Lawyer in Business Law for 2010 by the Leading Lawyers Network.  Fred also serves on the firm's Management Committee. 

Fred has represented more than 250 middle market businesses, private equity or venture capital funds, sophisticated entrepreneurs, wealthy family businesses, and senior key executives in more than 500 mergers/acquisitions/divestitures/strategic alliance transactions and more than 250 venture capital transactions spanning 20 years.  He also serves as de facto general counsel for more than 70 small and medium sized businesses throughout the U.S.

He has a wide range of experience throughout the world in advising entrepreneurs, early stage emerging businesses, strategic investors, middle market businesses, private equity funds, and wealthy families form businesses, raise capital (both private equity capital and debt), grow (through acquisitions, mergers, strategic alliances, joint ventures, and licensing), operate (buy-sell agreements, employment and other agreements), attract management talent(employee incentive plans and executive compensation) and transfer operations (sales, redemptions, new management, partnerships, new generation transfers).  His clients thrive in more than 60 industries throughout the world including many diversified manufacturing and distribution companies, as well as telecommunications and technology.  Fred combines his broad ranged legal skills and experiences with common sense and practical business judgment and insights. 

Fred has written extensively on business and legal topics, writing one book, five law review articles, and more than 55 articles on topics of practical importance to investors, entrepreneurs, lawyers, and family businesses.  He frequently speaks worldwide on these topics.  Fred is also the Past President of Law Exchange International, a network, together with Law Firm of the Americas, of 30 law firms in Europe, Australia, China, India, and South and North America. 

Fred is also a leader in many charitable and not-for-profit organizations.

Recent Representative Matters

Although we strive to build long term relationships, here are examples of some recent transactions which Fred has led: 

General:

• An Oregon-based manufacturer of photo voltaic inverters merger into a public company for up to $90 million.
• A prominent private equity fund purchase of a package of several construction and circuit board manufacturing businesses in the Midwest and Southeast. 
• A leading commercial bank make a $40 million loan to a real estate developer in several states.
• Purchase of leading novelty consumer products company after significant debt restructure and other work-outs and equity infusion.
• Acting as an expert witness in a venture capital case involving the standard of care of a lawyer representing an entity seeking private equity funds.
• A leading senior care financier raise $100 million of debt and equity for an equity fund.
• A private equity fund make several mezzanine loans and work-outs totaling $150 million.
• An investor group purchase a garbage bag manufacturer in a $5 million acquisition and then subsequently sold to a Canadian public company for a considerably higher price.  

Telecommunications:

• Private equity funds and management team in a roll-up of cellular licenses in the southeast in multiple acquisitions worth several hundred million dollars and then an ultimate sale to a public company for close to $900 million.
• Sale of a CLEC in the Mid-Atlantic region for more than $120 million.
• A PCS entrepreneur joint venture with a major cellular carrier to buy, build, and operate a cellular company across the country with initial debt and equity capital of close to $500 million.
• A public company and several regional companies sell their cellular telephone company in Texas for $28 million.
• A New York based venture capital fund invest in a large mobile telephone retail store chain.
• A start-up CLEC in New York grow its business and receive a private equity infusion of more than $40 million with partial and full redemptions of certain stockholders.
• A management team in Texas in a management buy-out of a division of a public company concentrating in the development of VoIP software, as well as raise several rounds of equity financing.
• A regional wireless and wireline company consider many strategic alternatives and resolve internal family issues.
• A communications tower owner attempt to sell and ultimately recapitalize its operations in 17 states.
• An entrepreneur raise capital to purchase and then operate a call center equipment manufacturing business in Florida.

Media / Entertainment:

• A radio station operator in Chicago buy several properties in the Midwest and receive private equity and debt financing for more than $50 million.
• An outdoor advertising company sell its operations in California, Nevada, and Illinois for $30 million.
• Sale of a subscription based news and information service for more than $25 million. 
• Two private equity funds finance and take control of a new media company based in Chicago and New York in several rounds of financing.
• A leading nationwide golf course owner purchase many golf courses across the country and enter in various management agreements.
• A private equity fund and management group purchase minor league professional baseball teams in Texas, Missouri and New Jersey.
• A major insurance company sell one of the world's most prestigious golf courses.
• Two theatrical producers (including a multiple Tony Award winner) create a closed end fund for the production of several Broadway plays and events.
• A movie theater operator purchase movie theaters in Connecticut and the Mid-Atlantic.

Technology:

• A manufacturer of PV inverters in Oregon sale to a public company for up to $90 million.
• An inventor of more than 150 medical device patents structure and negotiate several complex licensing transactions with major medical device manufacturers.
• A robotics software company raise various rounds of capital and then sell to a public company.
• A company with patents on several cancer fighting therapies receive equity infusions from a public company.
• A Texas-based residential service software company receive multiple rounds of private debt and equity financing.
• A venture capital fund make several investments in early stage software, biotech and telecommunication service companies.

Food and Beverage:

• A private equity fund purchase of two seed manufacturing and distribution businesses in the upper Midwest for $30 million each.
• A leading branded food company receive a venture capital infusion, refinance bank debt, and incentivize management.
• A leading national food products distribution company purchase separate businesses in New Jersey, Minnesota, Iowa, and California and establish operations in Canada and Mexico.
• A Chicago-based consumer branded caramel apple manufacturer obtain venture capital financing.
• A private equity fund purchase for $40 million a southeastern based "soil to oil" supply chain manufacturing business with operations throughout the world.
• A Chicago-based consumer branded gourmet pretzel manufacturer handle many equity, distribution, and other strategic transactions.

General Counsel:

Fred acts as day-to-day de facto general counsel for more than 75 companies across the U.S. ranging in size from start-up to $500 million in revenues and in industries including manufacturing, distribution, food, service, minor league baseball, telecom, media, and technology. 

Professional and Civic Affiliations

• Board of Directors of the Association for Corporate Growth and Co-Chair of the Marketing Committee
• Executive Committee and Past President of Law Exchange International, a network of 20 law firms in Europe, India, China, Australia and North America with more than 50 other correspondent firms throughout the world
• Treasurer, Member of Executive Committee, Board of Directors, and Co-Chairman of the Investment Committee of Temple Sholom, Chicago
• Advisory Board of the Corporate/Commercial Section of ALI-ABA publications
• Leadership roles in many other charities, political and civic groups

Books

• A Lawyer's Guide to Forming, Financing, Operating and Growing a Business, American Bar Association, 2003; Second Edition 2006

Articles

More than 55 business and legal articles including:

• Fred Tannenbaum: Be Humble, Be Prepared and Survey the Field, Leading Lawyers Network
• Getting to a Handshake: How to Become a More Effective Deal Lawyer and Get Deals Done, Chicago Lawyer
• Increased Liability of Preferred Directors and Techniques to Reduce Potential Exposure, G&R Review, Summer 2010
• How to Structure Contingent Purchase Price Provisions (Earnouts), The Practical Lawyer
• Venture Capital Transactions in The United States and China, The Practical Lawyer
• Advising Chinese Businesses on Establishing and Operating Successful Businesses in the United States, The Practical Lawyer
• How Small and Medium-Sized Businesses Can Deal With Banks, The Practical Lawyer
• Europe: King Canute Trying to Halt Tide of Private Equity Investment, GR Review
• Venture Capital Transactions in the United States and India, The Practical Lawyer
• Earnouts, GR Review, Spring 2007
• Venture Capital Financing in the United States and Canada, Part 2, The Practical Lawyer
• Venture Capital Financing in the United States and Canada, Part 1, The Practical Lawyer
• The Second Half of Smart--How to Temper Your Intelligence and Become a More Effective Deal Lawyer, Young Lawyers Division Newsletter, Illinois State Bar Association and The Practical Lawyer, American Bar Association
• All in the Family: Corporate Governance Issues Facing Family-Owned Businesses, The Practical Lawyer (American Bar Association)
• Venture Capital Financing, West Publishing
• It's Time to Talk Turkey: Seller Strategies to Prevent a Buyer from Wriggling Away, Business Law Today
• Restricted Stock and Stock Options: Tax and Other Consequences to the Family Business, Family Business Journal
• All Dressed Up With Somewhere to Go: How to Succeed in Selling Your Business Without Really Trying (Too Hard), The Practical Lawyer (American Bar Association)
• Do You Really Want a Partner? Suggestions to Avoid Litigation and Improve Inter-Owner Harmony Upon Selling Minority Interests in a Business, The Practical Lawyer (American Bar Association)
• Slicing it Up: Should a Majority Owner Sell a Piece of the Pie, Business Law Today
• What Every Business Lawyer and Business Owner Should Know About Buy-Sell Agreements, The Practical Lawyer (American Bar Association)
• Major Battlegrounds in Venture Capital Transactions, The Practical Lawyer (American Bar Association)
• Going with the Cash Flow: Get to Know this Crucial Factor in Communications Deals, Business Law Today
• International Contracts: Practical Considerations to Maximize Efficiency, The Practical Lawyer (American Bar Association)
• The Twelve Most Important Questions to Ask in a Franchisor-Franchisee Relationship, The Practical Lawyer (American Bar Association)

News

• Fred Tannenbaum Speaks on Counseling Family-Owned Businesses
• Fred Tannenbaum spoke at the recent LawExchange Conference in Italy in April 2010.
• Fred Tannenbaum spoke on Earnouts at the Chicago Bar Association
• Fred Tannenbaum spoke at the recent LawExchange Conference in Shanghai
• Fred Tannenbaum spoke on Financing Theatrical Productions for the Chicago Bar Association
• Fred Tannenbaum spoke on US M&A and Venture Capital Activity at LawExchange International Conference in Cambridge, UK
• Gould & Ratner hosts seminar on Doing Business with China: Guidelines for U.S. Companies and Entrepreneurs
• Fred Tannenbaum spoke on Governance and Family Business Issues in Milan, Italy
• Fred Tannenbaum spoke in Germany on Contingent Sale Prices