Representing privately held and family-run entrepreneurial businesses, as well as lenders and other sources of debt and equity capital, Brian Gilbert has extensive experience in a variety of sophisticated corporate transactions, including:
- sizable acquisitions and divestitures
- mergers and reorganizations
- secured and unsecured lending transactions
- generational transfers and planning for family businesses
- formation of partnerships, joint ventures and other entities
In addition, his experience encompasses related issues in connection with the operation, dispute resolution and split-up of such entities, as well as intellectual property licensing and agreements regarding sales, distribution, manufacturing, leasing and other business operations.
Brian’s clients and experience span a variety of industries, including:
- high-tech manufacturing
- digital marketing and strategy
- automotive sales and distribution
- mines and minerals
- banking and financial services
- consulting and professional services
Brian has been named an Illinois Leading Lawyer since 2011 in the areas of Closely & Privately Held Business, Corporate Finance, Mergers & Acquisitions and Securities & Venture Finance.
- Duke University School of Law, J.D., Merit Scholar , 1987
- University of Illinois at Urbana-Champaign, B.S., With High Honors in Accountancy , 1984
Key Cases or Transactions
- Represented a Chicago-based digital healthcare agency in its sale to a global commercialization partner for the life sciences industry.
- Represented purchaser of Newport News and Spiegel catalog businesses from Spiegel, Inc. in an acquisition under Section 363 of the Bankruptcy Code.
- Represented private venture fund in the acquisition of stock of a high tech manufacturing business, including negotiation of employment agreements, option plans and other incentive arrangements for retained executive management.
- Represented biotech company in negotiations with venture capital firms resulting in the issuance of $1.5 million of preferred stock and $1 million of senior subordinated debentures and warrants.
- Represented shareholders of direct marketing agency in sale of stock to publicly traded advertising conglomerate, including continuing employment agreements for selling shareholders.
- Represented owner of nationally recognized retail specialty stores in issuance of a newly created series of preferred stock to venture capital investors for $2 million.
- Represented family-owned real estate partnership in negotiation of development venture in Austin, Texas, with large nationally recognized real estate firm.
- Represented video production company in sale of business for $16.5 million plus warrants to purchase common stock of buyer.
- Represented local bank in documentation for and negotiation of secured guaranteed loan to printing business.
- Represented foreign publicly traded communications equipment manufacturer in several U.S.-based acquisitions.
- Represented purchaser of cellular telephone system in Florida for $172.5 million, including the $345 million loan package for new acquisition financing and refinancing of existing indebtedeness.
- Represented cellular telephone company in negotiation of $5 million equipment acquisition and related secured financing.
- Represented privately held cellular telephone company in sale of assets for $130 million to publicly traded wireless company.
- Dispute Resolution Issues in Connection With Price Adjustments , GR Review , June 2010
- Working Capital Adjustments in M&A Transactions: Navigating a Minefield , GR Review , September 2009
- Hedging Your Bets With Swaps , GR Taking Stock , June 2005
- Negotiating the Software License: Eight Tips for the Licensee , The Practical Lawyer , May 1999