Paul Goldsmith

Mergers, Acquisitions & Divestitures

• Ingersoll Rand Inc. (NYSE: IR) in its acquisition of ILC Dover, a world leader in the design and production of highly innovative solutions for biopharmaceutical, pharmaceutical and medical device markets as well as a leading supplier for the space industry for approximately $2.325 billion (plus an earnout).
• Palm Peak Capital in its first platform investment with the acquisition of Pacific Shoring Products, LLC, a manufacturer of trench safety equipment.
• SK Capital Partners in its acquisition of Spectra Confectionary Limited, the largest manufacturer of premium decorative toppings, candy panning, and confectionary products in Canada.
• Brightstar Capital Partners:
  • Acquisition of The W.W. Williams Company, an aftermarket service and parts provider for the commercial vehicle, marine, mining and power generation equipment markets.
  • Sale of Gateway Dealer Network to Tuckahoe Holdings.
  • Acquisition of Axient by Astrion (portfolio company), a leading provider of mission support and advanced engineering services to the U.S. government.
• Sun Capital Partners:
  
  • Sale of Calcium Products, Inc., a premier manufacturer of high-quality agricultural fertilizers.
  • Acquisition of San Diego Farms LLC (dba Fresh Origins), a provider of microgreens and edible flowers.
  • Acquisition of Koch Separation Solutions, Inc. (rebranded as Kovalus Separation Solutions) from Koch Industries, Inc.
  • Acquisition of 24 Restore NE, LLC by Cotton Holdings (portfolio company).
• AE Industrial Partners:
  • Sale of CDI Engineering Solutions, a leading multi-discipline engineering, procurement and construction management firm, to Tata Consulting Engineers.
  • Sale of Pangiam Intermediate Holdings, LLC, a leader in Vision AI for the global trade, travel, and digital identity industries, to BigBear.ai (NYSE: BBAI).
  • Sale of Altus Fire & Life Safety, a full-service fire and life safety platform, to Apax Partners LLP.
• CORE Industrial Partners in its sale of J&K Ingredients to SK Capital.
• Soundcore Capital Partners in its sale of Roofing Corporation of America, LLC to FirstService Corporation (TSX and NASDAQ: FSV).

Restructuring

• PGX Holdings, Inc. — Representation of PGX Holdings, Inc. and 11 of its affiliates (collectively, “PGX”) along with their associated law firm known as Lexington Law Firm (together with PGX, the “Debtors”) in their prearranged Chapter 11 cases filed in the U.S. Bankruptcy Court for the District of Delaware filed on June 4, 2023. The Debtors provide credit repair services and credit monitoring to approximately 130,000 customers. The Debtors had approximately $423 million of funded debt and were defendants in a lawsuit by the U.S. Consumer Financial Protection Bureau (the “CFPB”) seeking monetary damages in excess of $2.7 billion. Through the Chapter 11 cases, the Debtors raised $19.925 million in new-money debtor-in-possession financing, entered into two stalking horse purchase agreements (one for PGX and one for Lexington Law), conducted a comprehensive marketing process, negotiated a global settlement with the official committee of unsecured creditors, and settled their lawsuit with the CFPB. On September 28, 2023, the Debtors consummated two sale transactions by which the Debtors sold substantially all of their assets as a going concern to their stalking horse bidders.

Cooley LLP

Worked with GI Research Foundation to implement enhanced governance structure including drafting and reviewing bylaws and related policies and analyzing and preparing tax status designation. Presented to the executive committee and full board regarding the documentation and governance framework.