Early in his legal career, Fred Tannenbaum found himself in the center of successful deal negotiations that would transform our country’s entire telecommunications industry. His firsthand experience of getting things done for clients, even in new and uncharted territory, helped ignite his passion to support and guide corporate clients in their critical business transactions and strategies.
In the ensuing 25 years, Fred has advised clients across myriad industries in more than 500 mergers, acquisitions, divestitures and strategic alliances, and in over 250 venture capital transactions. He also serves as de facto general counsel and strategic advisor to close to 100 small and mid-sized businesses.
Fred guides boundary-pushing business transactions for middle market companies, private equity and venture capital funds, early stage emerging enterprises and privately held family businesses across the United States and throughout the world. He works at the rapid pace required today in these areas:
- Forming businesses
- Raising capital, both private equity and debt/financing
- Growing through acquisitions, mergers, strategic alliances, joint ventures and licensing
- Operating with buy-sell, employment, distribution and myriad other agreements
- Attracting management talent through various incentive plans and executive compensation programs
- Transferring operations through sales, redemptions, new management, partnerships, inter-generational transfers and other mechanisms
A CEO’s Lawyer and Business Confidant
Fred is called a “CEO’s lawyer” and “lawyer’s lawyer” by his business owner clients for his breakthroughs in efficiently and practically resolving business issues within a legal context. He is in awe of the power of his clients’ products, services and ideas to disrupt traditions, shift lifestyles and culture, and reimagine skylines and landscapes.
His clients appreciate the difference Fred offers: “He’s more of my business confidant than he is my lawyer … always thinking beyond the deal to the personal, debt and tax implications. I feel like I have a circle of protection around me when I’m working with Fred,” writes one client, a serial entrepreneur. Fred has helped that client – and many others like him – start, invest, operate, grow and sell businesses via private equity and venture capital.
Transactions for Manufacturing, Distribution, Technology and Telecom Companies
Fred embodies the entrepreneurial spirit of the modern Renaissance man whose counsel adds value to clients at all stages of development. Recent highlights of his well-rounded, diverse and flexible practice include:
- Advising a wireless telecom company in northern Wisconsin on all aspects of a close to $200-million deal involving the sale and leaseback of its towers
- Counseling a tech company in Austin, Texas, that develops robotic software
- Leading a centi-million-dollar sale of an outdoor advertising company’s operations in California, Nevada and Illinois
- Strategizing the explosive growth of a food distribution company from a local to national behemoth
- Representing multiple early stage technology companies in deals ranging up to $8 million
Fred’s big-picture strategy has helped clients thrive in and redefine more than 60 industries worldwide, including sectors such as manufacturing, distribution, food and beverage, media and entertainment, telecom, software and technology.
Business and Legal Leadership
Fred is a prominent leader in several local, national and international business, legal and charitable organizations. He serves on the boards of directors of several telecommunications and technology companies, as well as the American-Israel Chamber of Commerce. Fred is a past president and current executive committee member of Law Exchange International and he has received long-running recognition from Illinois SuperLawyers.
A frequent author and speaker on business and legal issues, Fred has written a significant business law treatise, five law review articles, several chapters on venture capital and more than 100 articles on topics of importance to investors, entrepreneurs, lawyers and family businesses. Fred also guest lectures on early stage business financing topics at Northwestern University’s Innovation and New Ventures Office (INVO), a branch of the Kellogg School of Management.
CARE-Driven Client Ethos
Whether devising “plan B” alternatives that manage risk to keep clients’ deals on track or breaking the mold of typical one-dimensional corporate legal counsel, Fred treats clients with a standard of care he has elevated into a formal plan. The pillars of his client CARE program are:
- Comprehensive services, collegiality and collaboration
- Advisory and attentive services, and accessible
- Responsibility and responsiveness
- Efficiency, experience and enthusiasm
From the perspective of one client, the CEO of an alternative energy parts manufacturer, Fred’s CARE manifests itself “as some crazy combination of Sean Connery, Oprah and the Energizer Bunny.” Further, the client notes, “Fred’s blend of deep competence and extreme empathy and 24/7 availability is unique.”
A history buff, Fred subscribes to the Churchillian maxim that the further back you look, the further you can see into the future. He uses his own experience of closing innovative and sophisticated deals to anticipate a company’s strategic direction while also addressing its ongoing problems. As one of Fred’s clients put it more succinctly, “He has been instrumental to our success.”
- University of Wisconsin-Madison Law School, J.D., summa cum laude, Order of the Coif
- Ohio Wesleyan University, B.A., summa cum laude, Phi Beta Kappa, Senior Class President
- LawExchange International
– Executive Committee
– Past President
– Frequent presenter to network of over 30 law firms in Europe, India, China, the Middle East, Australia and North America with more than 50 other correspondent firms throughout the world
- Advisory Board, ALI-ABA publications, Corporate/Commercial Section
- America-Israel Chamber of Commerce
– Executive Committee
– Board of Directors
- Temple Sholom, Chicago, IL
– Executive Committee
– Board of Directors
– Investment Committee
- Cellcom and Nsight
– Board of Directors
- Leadership roles in many other charities, political and civic groups
Key Cases or Transactions
- An Oregon-based manufacturer of photo voltaic inverters merger into a public company for up to $90 million.
- Purchase of leading novelty consumer products company after significant debt restructure and other work-outs and equity infusion.
- A private equity fund purchase of a manufacturer of specialty adhesive products for mid eight figures.
- A private equity fund make several mezzanine loans and work-outs totaling $150 million.
- A sale of a manufacturer of tire pressure gauges for mid-eight figures.
- Leading regional wireless telecommunications carrier receives private equity financing for a leveraged recapitalization over $250 million.
- 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 wireless tower portfolio for over $150 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 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. Ultimate sale to a strategic partner for over $120 million.
- A communications tower owner attempt to sell and ultimately recapitalize its operations in 17 states.
- A leading wireless carrier in the upper Midwest sale and leaseback of its large portfolio of towers.
- A leading wireless and ILEC provider receiving a mid-eight-figure preferred equity infusion and tender for some stockholders.
- A large tower operating purchase of numerous collocation agreements and master lease of nearly 1,000-tower portfolio throughout the United States.
- Service on the board of directors of a large regional wireless and landline company in the upper Midwest.
- Service on the board of directors of a leading hosting company for texting, VOLTE and VoWiFi providers.
- 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.
- A leading SaaS-based music licensing and consulting company raising various rounds of financing and then undergoing various creditor-protection avenues.
- A leading nationwide golf course owner purchase of several golf courses across the country and entering into various management agreements.
- A private equity fund and management group purchase of minor-league professional baseball teams in Texas, Missouri and New Jersey.
- Two theatrical producers (including a multiple Tony Award winner) created a closed-end fund for the production of several Broadway plays and events.
- A venture-backed 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 structured and negotiated several complex licensing transactions with major medical device manufacturers.
- Acting as expert witness in a venture capital case involving the standard of care of a lawyer representing an entity seeking private equity funds.
- A Texas-based residential service software company received multiple rounds of private debt and equity financing, and then sale to a private company.
- A leading university-based developer of haptic technology raised Series A capital from worldwide strategic investors as well as venture funds.
- An East Coast-based SEO company raised angel and then Series A capital.
- Represented several funds in multiple rounds of investments in a leading wellness software developer, as well as serve as general counsel.
- A fund invested in an A round investment in a Southwest developer of marketing analysis software.
- An early state medical tourism company developed its disruptive technology and received various rounds of financing, as well as serve as general counsel.
- Represent a New York-based company through various states of financing as it grows its SEO and its reputation software business, as well as serve as general counsel.
- An online visa procurement company received various rounds of financing, as well as serve as general counsel.
- A private equity fund purchase of two seed manufacturing and distribution businesses in the upper Midwest for $30 million each, and the accelerated sale of one business for many nultiples of old price.
- A leading branded food company received a venture capital infusion, refinanced bank debt and incentivized management.
- A leading national food products distribution company purchased separate businesses in New Jersey, Minnesota, Iowa, Georgia, Texas and California and established operations in Canada and Mexico.
- A rural private equity investment fund made many growth capital investments in agricultural chemical products and seed distribution companies.
- A Chicago-based consumer branded caramel apple manufacturer obtained Series B financing.
- A private equity fund purchased 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 handled many equity, distribution and other strategic transactions.
- Fred acts as day-to-day de facto general counsel for more than 60 companies across the United States ranging in size from start-up to $900 million in revenues and in industries including manufacturing, distribution, food, service, telecom, software and technology. Fred also serves on the boards of directors of several corporations.
- Fred serves on the boards of directors of a leading regional wireless communications provider, an early stage health and wellness software company, an investment bank and a Southeastern-based telecom service hosting company.
Media and Entertainment
Technology and Venture Capital
Food and Beverage
General Counsel and Board Membership
- Eight Gould & Ratner Lawyers Earn Illinois Super Lawyers, Rising Stars Designation for 2021, February 01, 2021
- Gould & Ratner Represents Client EternaTear in Completing Oversubscribed Series A Funding, October 07, 2020
- Gould & Ratner Represents Client TanvasTouch in Innovative Technology Product Release, June 10, 2020
- Eight Gould & Ratner Lawyers Earn Illinois Super Lawyers, Rising Stars Designation for 2020, January 30, 2020
- Gould & Ratner Represents Client TanvasTouch in Innovative Technology Product Release, June 10, 2019
- Fred Tannenbaum was Re-Elected to a Three Year Term to the Board of Directors of Cellcom and Nsight, June 2017
- M&A Pace Under Trump: Still Strong But Maybe for New Reasons , The Deal, January 23, 2017
- The Future of Family Offices: Regulation and the Right Location, Bloomberg.com, December 18, 2016
- Local Attorneys Travel With Business Folks to Israel to Find "the Next Google", Chicago Daily Law Bulletin, July 25, 2012
- Gould & Ratner Lawyers Named Illinois Super Lawyers, Rising Stars for 2012, Illinois SuperLawyers, January 23, 2012
- Fred Tannenbaum Moderated and John Byrne Participated in a LawExchange International Marketing Roundtable , October 27, 2020
- Barracuda Boardroom 2020 Featured a Razor-Sharp VC Panel, Three Promising Early Stage Companies , August 26, 2020
- 2019 LawExchange International Autumn Conference , October 11, 2019
- Gould & Ratner Attends Keiretsu Forum Midwest Chicago Chapter Meeting , June 18, 2019
- Fred Tannenbaum Presented to Northwestern University’s INVO on Fundamentals of Startup Financing , May 29, 2019
- Venturing Into the Land of Oz: Opportunity Zones , April 30, 2019
- America-Israel Chamber of Commerce Spring Innovation Spotlight - Medical Cannabis , April 29, 2019
- A Primer on Confidentiality: Shh or Shazam , April 24, 2019
- Fred Tannenbaum Featured During 2019 LEI International Spring Conference , April 14, 2019
- Fred Tannenbaum Presented to Northwestern University’s INVO on Startup Finance 101 , March 13, 2019
- The Future of Private Equity - TEN TALKS With Gould & Ratner , June 24, 2020
- Once COVID-19 is Contained: Visioning What’s Next For Offices and White Collar Businesses , National Law Review , June 01, 2020
- What Comes Next: Visualizing the Future After the Great Pandemic of 2020 - Part 3 , May 04, 2020
- What Comes Next: Visualizing the Future After the Great Pandemic of 2020 - Part 2 , May 01, 2020
- What Comes Next: Visualizing the Future After the Great Pandemic of 2020 - Part 1 , April 29, 2020
- Businesses Adapting to COVID-19 During and After the Crisis , March 31, 2020
- How to Handle Your Deal Lawyers , The Practical Lawyer , January 2013
- Key Legal Issues in M&A Technology Deals , Sikich Investment Banking Technology Industry M&A Report , September 2011
- Bridging the Gaps , CAmagazine , December 2010
- Getting to a Handshake: How to Become a More Effective Deal Lawyer and Get Deals Done , Chicago Lawyer , July 2010
- Increased Liability of Preferred Directors and Techniques to Reduce Potential Exposure , GR Review , June 2010
- How to Structure Contingent Purchase Price Provisions (Earnouts) , The Practical Lawyer , May 2010
- Venture Capital Transactions in the United States and China , The Practical Lawyer , November 2008
- Advising Chinese Businesses on Establishing and Operating Successful Businesses in the United States , The Practical Lawyer , September 2008
- How Small and Medium-Sized Businesses Can Deal With Banks , The Practical Lawyer , January 2008
- Europe: King Canute Trying to Halt Tide of Private Equity Investment , GR Review , December 2007
- Venture Capital Transactions in the United States and India , The Practical Lawyer , July 2007
- Venture Capital Financing in the United States and Canada - Part 2 , The Practical Lawyer , March 2007
- Earnouts , GR Review , February 2007
- Venture Capital Financing in the United States and Canada - Part 1 , The Practical Lawyer , January 2007
- The Second Half of Smart - How to Temper Your Intelligence and Become a More Effective Deal Lawyer , The Practical Lawyer , September 2006
- All in the Family: Corporate Governance Issues Facing Family-Owned Businesses , The Practical Lawyer , December 2001
- It's Time to Talk Turkey: Seller Strategies to Prevent a Buyer From Wriggling Away , Business Law Today , December 2000
- All Dressed Up With Somewhere to Go: How to Succeed in Selling Your Business Without Really Trying (Too Hard) , The Practical Lawyer , November 2000
- Major Battlegrounds in Venture Capital Transactions , The Practical Lawyer , April 2000
- Slicing It Up: Should a Majority Owner Sell a Piece of the Pie? , Business Law Today , October 1999
- 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 , December 1998
- Going With the Cash Flow: Get to Know This Crucial Factor in Communications Deals , Business Law Today , October 1998
- International Contracts: Practical Considerations to Maximize Efficiency , The Practical Lawyer , February 1998
- Twelve Most Important Questions to Ask in a Franchisor-Franchisee Relationship , The Practical Lawyer , August 1990
- A Lawyer’s Guide to Forming, Financing, Operating and Growing a Business, American Bar Association, 2003; Second Edition 2006
A Lawyer’s Guide to Forming, Financing, Operating and Growing a Business, American Bar Association, 2003; Second Edition 2006
- Venture Capital Financing: Chapter 15, Thomson/Reuters West, April 2012
Venture Capital Financing: Chapter 15, Thomson/Reuters West, April 2012
- “I highly recommend Fred. Over the years Fred has guided us through numerous negotiations. He’s a good friend to us and has our utmost confidence.” Board Chair of a technology company
- “We think the world of Fred. He's been instrumental to our success.” Managing Partner of a global real estate investment firm
- “I cannot adequately express my appreciation for all of [Fred’s] support, guidance and friendship [he has] shown over the years…I am constantly amazed by [his] intellect, humor and plain common sense.” Founder and CEO of competitive local exchange carrier
- “He does a great job. I cannot expect a better outcome.” Founder of leading private equity fund
- “[Fred] amazes me with his creativity – I think his new nickname should be the innovator given these innovative solutions.” Founder of a private equity fund
- “You have handled this transaction and all of the fun nuances as we hoped you would. You were the perfect choice for us.” Principal at a private equity real estate investment company
- “We want to thank you for all your insight, counsel, tireless efforts and responsiveness over the past four years. It has been an adventure. You have been terrific to work with and we appreciate all that you have done.” Consulting and construction management firm
- “Thank you, and your firm, for a job well done. You have worked very diligently and have done a fantastic job. It’s really something special to be able to rely on people of your caliber especially when a transaction is as important as this one. We’ve relied on your expertise, but more importantly we trusted your friendship. Working with you is fin – you’re amazing souls, with good-natured and witty personalities.” President and CEO of a tech company
- “Fred is a brilliant lawyer and investor who has his own entrepreneurial streak, shown by creating business groups traveling to Israel and meeting with various entrepreneurs and investors there.” Managing Partner of an executive membership company
- “Fred is a brilliant and practical lawyer, and I recommend him highly.” Managing Partner of a corporate development company
- “Fred is a master at corporate law and simplifying complex deals. Even better, he’s a closer.” Investment banker at middle market Chicago firm
- “Fred is a brilliant lawyer. I use him on all my deals in the States.” Partner in law firm in Munich
- “What a terrific lawyer. I love the guy…nothing romantic, just very refreshing to say about a lawyer.” Founder and CEO of international real estate syndicator
- “You can always get a good lawyer. Fred is a businessman who happens to have a law degree.” Founder and CEO of telecommunications carrier
- “In my mind, I view [Fred] as some crazy combination of Sean Connery, Oprah and the Energizer Bunny. I know this is weird but [Fred’s] blend of deep competence and extreme empathy and 24/7availability is unique.” CEO of alternative energy parts manufacturer
- “Fred is not only a great friend but one of the most brilliant and innovative minds in law I have met, and one of the most humble I had the pleasure of collaborating with.” Inventor of orthopedic surgical devices
- “Fred does a great job as always, with tireless efforts and great business insights.” Founder and partner in syndicator of various domestic and international investments
- “I work intimately with two of Fred’s clients and they each say that, not only is Fred a great lawyer and counselor, but that he trusts Fred with his life! That’ pretty amazing.” Senior wealth counselor at major worldwide firm
- “Wow, Fred's amazing. I am going to use him for everything I can use him for.” Founder and CEO of a national coaching company
- “We were really impressed with your contributions on our deal.” Head Managing Director of an oil and gas private equity fund
- “Fred has worked as outside counsel for three of my companies and is a great business lawyer. Practical, fast, thoughtful.” Founder and CEO of an e-commerce telemedicine company
- “Fred is not only the best lawyer that I have ever met but also, and more important, a very good friend.”A leading corporate lawyer in Lisbon
- “We would have never gotten to the finish line without you – thanks!” Head of merger and acquisitions for a leading national communications tower company
- “Your original advice to stay out of the litigation could not have been better.At the end of the day, there really wasn’t much there, and we save a tremendous amount of time and money staying on the sidelines. I could not be more thankful or appreciate anymore.” Founder & CEO, one of nation's top senior housing and healthcare capital providers
- "Fred is also my lawyer – one of the brightest corporate experts you’ll ever meet. My experience with a lot of M&A and corporate lawyers is – great on the law, not much practical business savvy and certainly not strategic to the deal. Fred is the rare combination of smart, strategic – and kind. Just a mensch." Founder and CEO of a global interim executive placing company