Corporate, Mergers & Acquisitions, and Securities

Stradley Ronon represented Union Square Capital Partners (USQ), a wholly-owned subsidiary of Chatham Financial Corp, in its acquisition of the management of PREDEX, a real estate focused interval fund with approximately $163 million in AUM. USQ is an investment management firm providing access to inventive strategies for real asset investing and this acquisition highlights the firm’s commitment to its asset management business.

Stradley Ronon represented Petabyte Technology Inc., a provider of cloud-based technology solutions to the veterinary sector, in a $43.4 million acquisition by Chewy, Inc., an online provider of pet food and treats, pet supplies, pet medications and other pet-health products and services. The acquisition is expected to further strengthen Chewy’s pet healthcare product and service offerings.

Stradley Ronon represented Bristol, PA-based United Packaging, a leading distributor of high-quality packaging, shipping, safety and janitorial supplies in its acquisition by Envoy Solutions.  Envoy Solutions is a specialized distributor and solution provider serving the U.S. market through regional distributors of packaging, facility care and foodservice supplies.  The acquisition allows United Packaging access to new world-class products and services while being part of a growing national platform. 

Stradley Ronon represented Hughes Enterprises, a leading packaging distribution company providing world-class packaging supplies and equipment, in its sale to Envoy Solutions, a diversified distribution company. Hughes Enterprises provides customized packaging solutions for a wide range of industries, including automotive parts, beverages, manufacturing and pharmaceuticals. The acquisition will allow Hughes Enterprises to increase its packaging capabilities by utilizing the strength of a national partner.

Represented the ownership group of Burns Mechanical, Inc., a prominent mechanical and engineering services firm in Southeastern Pennsylvania headquartered in Horsham, PA, in connection with the sale of all of its stock to Southland Industries, a privately held mechanical, engineering and plumbing (MEP) services firm located in Grove City, CA.

Stradley Ronon represented Allied Resources Group, a holding company to a host of niche technical companies in Pennsylvania, New Jersey, Indiana and Ohio, providing engineering, technical recruiting, healthcare, industrial inspection and construction management support services in connection with its acquisition of substantially all of the assets of RTR Energy Solutions, providing services relating to designing, building and maintaining power delivery systems in the electric utility and other power delivery sectors, including negotiating and closing amendments to ARG’s credit facilities for such acquisition.

Served as U.S. counsel to Préval AG, an agri-food company that is the leader in veal production in North America headquartered in Quebec, Canada, in connection with its acquisition and financing of substantially all of the assets of J&G Foods, a custom and specialty case-ready fresh meat provider in Sutton, MA.

Stradley Ronon represented the owners of Ascension Publishing, LLC (dba Ascension Press), a nationally known producer and distributor of Catholic-based books, study programs, and audio and other materials, in connection with the sale of substantially all of its assets to the management team at Ascension.

Stradley Ronon represented the owners of Main Line Spine Surgery Center, a state-of-the-art, fully licensed multi-specialty outpatient surgery center in King of Prussia, PA, in connection with the sale of a majority of its equity to a joint venture of Virtua Health and Surgical Care Associates.

Stradley Ronon represented the owners of The TASA Group, Inc., North America’s largest and most experienced expert referral service to the legal profession, in connection with the sale of all of its stock to Futuris Company, a publicly-traded Human Capital Management (HCM) company focused on HCM staffing, consulting and tech services.

Stradley Ronon represented AscellaHealth, a global specialty pharmacy and healthcare solutions company, in connection with its consummation of a strategic alliance with Optime Care, a Specialty Pharmacy (SP) servicing small patient communities, to further enhance AscellaHealth’s ability to become a leader in SP services and establish a strong trajectory for growth, including negotiating and closing on AscellaHealth’s financing for such alliance.

Represented Jako Holding Company, the parent company of KicksUSA and UBIQ, specialty retailers of urban footwear and apparel, in the negotiation and documentation of multimillion-dollar revolver and term loans.

KicksUSA was founded in 2002 to provide urban footwear and apparel, and career opportunities to communities in Philadelphia, New Jersey and surrounding areas. Since opening their first store at the Rising Sun Plaza in Philadelphia, they have expanded to 33 locations in Philadelphia and New Jersey. UBIQ is a Philadelphia-based store with unique brand-name sneakers and urban-style clothes.

Stradley Ronon represented the ownership group of McClure Company, one of Pennsylvania’s largest mechanical contracting and energy services firms, headquartered in Harrisburg, in connection with the sale of a majority interest in McClure to Sojitz Corporation of America (SCA), which invests in global infrastructure, energy and sustainable businesses. Incorporated in 1953, McClure Company has a long history of delivering fully integrated mechanical construction, engineering, maintenance and energy-efficient services and solutions to its customers.

Stradley Ronon’s emerging companies & venture capital funds team represented Fora Travel in closing a seed funding round, raising $5 million. Fora is a modern travel agency with a twist – thoughtfully designed, proactively inclusive and tech-driven. The seed round was led by Forerunner Ventures with participation from leading consumer investors, including Heartcore Capital and Uncommon Capital. Fora plans to use the investment to onboard new advisors and enhance product development. 

Stradley Ronon attorneys represented StreamWeaver, a software company offering enterprises end-to-end observability, AI operations and cloud migration, in its sale to BMC, a global leader in software solutions for Autonomous Digital Enterprises. The acquisition enhances BMC’s AIOps strategy, providing expanded data integration capabilities.

Stradley Ronon is representing Atmos, a Japan-based global streetwear and sneaker brand with 49 stores across Asia and the U.S., in its sale to Foot Locker for $360 million.

Stradley Ronon served as counsel in the structured sale of Agilis Med Holdings, LLC, the parent company of Agile Medical, one of the largest e-commerce retailers of sleep apnea and respiratory equipment in the U.S., to AdaptHealth LLC (NasaqCM: AHCO), a full-service home medical equipment company.

Stradley Ronon advised Customers Bancorp, Inc. (Customers) the parent company of Customers Bank, a full-service bank with $19.6 billion in assets, in the closing of its underwritten public offering of $100 million aggregate principal amount of its 2.875% Fixed-to-Floating Rate Senior Notes due 2031. Customers expects to receive net proceeds of $98,650,000 from the offering, after deducting underwriting discounts and commissions and estimated offering expenses. Customers intends to use the net proceeds to fund the redemption of all of its outstanding Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series C and Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series D. The Company intends to use any remaining proceeds for general corporate purposes, which may include working capital, repaying indebtedness and providing capital to Customers Bank.

Stradley Ronon represented Armstrong World Industries, Inc. (AWI) in the acquisition of Moz Designs, Inc., a designer and fabricator of custom architectural metal ceilings, walls, dividers and column covers for interior and exterior applications. AWI is a leader in the design and manufacture of innovative commercial and residential ceiling, wall and suspension system solutions. This acquisition will bolster AWI’s ceiling and wall expertise.

Stradley Ronon represented Armstrong World Industries, a leader in the design and manufacture of innovative commercial and residential ceiling, wall and suspension system solutions, in its acquisition of Turf Design, Inc. Turf is a commercial interiors design house and maker of custom felt ceiling and wall solutions with annual revenues of approximately $25 million.

Stradley Ronon represented Gencore Investments, LLC (DBA Berger Rental Communities) in acquiring and financing four apartment communities owned by seven different entities comprising a total of 1,438 apartment units in the Pittsburgh, PA suburbs. With this acquisition, Berger Rental Communities has grown to 40 apartment communities with approximately 9,000 apartment units across Pennsylvania, Delaware, and Maryland.

Stradley Ronon assisted one of the three Westphal family groups in connection with Vertex Inc.’s IPO, which was completed on July 29, 2020, and raised $401 million dollars for the company. As part of the IPO process, Vertex Inc. created a dual-class structure which gives the three Westphal family groups owning a combined 78.5% of the company’s voting power after the IPO, and the existing family groups needed to amend and restate their shareholders’ agreement to take account of such dual-class structure and the realities of being a public company.

Stradley Ronon served as counsel to Customers Bank, in the sale of its subsidiary BankMobile Technologies Inc., a digital banking platform, and in its agreement to merge BankMobile with special purpose acquisition company Megalith Financial Acquisition Corp. The deal values the combined business at $140 million.

Stradley Ronon Partners Christopher S. Connell and Thomas L. Hanley served as counsel to Malvern-based Meridian Corporation, holding company for Meridian Bank, in the completion of its offering of $40 million in fixed-to-floating rate subordinated notes due 2029 to certain qualified institutional buyers and institutional accredited investors in a private placement transaction.

The capital raised will be used for general corporate purposes, including organic growth and the repayment of a portion of the Bank’s existing indebtedness.

Stradley Ronon represented Centurion Group in its sale to Marsh & McLennan Agency LLC. Established in 2006, Centurion provides institutional retirement plan consulting and fiduciary services to clients with combined plan assets in excess of $16 billion and over 400,000 participants. Upon closing, Centurion will become part of Trion Group, a division of Marsh & McLennan Agency.

Stradley represented Downingtown-based DNB Financial Corp. (NASDAQ: DNBF), the holding company for community bank DNB First, in its agreement to be acquired by S&T Bancorp, Inc. The $206 million stock transaction will expand S&T’s footprint by gaining a new presence in Chester, Delaware and Philadelphia counties.

Stradley Ronon represented Pine Hill Group, a leading accounting and transaction advisory firm, in its sale to CFGI, a national provider of high-end technical accounting and finance advisory services.

Founded in 2007, Pine Hill Group provides public, private and private equity clients with integrated capital markets, technical accounting and financial reporting advice during every stage of the business lifecycle.

CFGI is a portfolio company of The Carlyle Group (NASDAQ: CG).

Stradley Ronon represented Armstrong World Industries, Inc. in its acquisition of Architectural Components Group, Inc., an industry leader in custom wood ceilings and walls. AWI is a global leader in the design and manufacture of innovative commercial and residential ceiling, wall and suspension system solutions.

Stradley Ronon represented Financial & Investment Management Group, a registered investment advisory firm that manages $600 million, in its sale to Mercer Advisors, a total wealth management firm that provides fee-only comprehensive investment management and financial planning.