Kelly A. Terribile

Kelly A. Terribile

Shareholder

Kelly A. Terribile has broad experience representing public and private companies in connection with mergers and acquisitions, recapitalizations, asset sales, and stock purchases and issuances, including contests for corporate control and going-private transactions. Kelly is also experienced with the General Corporation Law of the State of Delaware, the Delaware Revised Uniform Limited Partnership Act, and the Delaware Limited Liability Company Act, and opinions with respect to such statutes and Delaware law.

Concentrations

  • Mergers and acquisitions, recapitalizations, tender offers, asset sales, and stock purchase and issuances
  • Board, committee and significant stockholder counseling and representation
  • Corporate governance and corporate counseling
  • Public and private entity representation from formation to dissolution
  • Delaware opinions
Read More +

Capabilities

Experience

  • Represented Healthsense, Inc., a leading provider of aging services technologies in connection with its acquisition by merger of WellAware Systems, Inc., a provider of vital wellness monitoring systems.
  • Counseled an acquirer of more than 49% of the outstanding voting stock of a public company.
  • Counseled a board of directors in connection with a proxy contest.
  • Represented numerous targets and acquirers in merger and acquisition transactions.
  • Represented several purchasers and sellers of significant assets.
  • Represented numerous private equity firms, other investors and corporations in connection with stock purchases and issuances.
  • Represented numerous borrowers in structured finance transactions relating to Delaware law and substantive consolidation.
  • Litigated corporate governance and fiduciary duty issues and issues arising under the General Corporation Law of the State of Delaware, Delaware Limited Liability Company Act and Delaware Revised Uniform Limited Partnership Act.

Recognition & Leadership

  • Member, Winning Team, "M&A Deal of the Year (Over $1 Billion to $5 Billion)" for Platform Specialty Products Corporation (f/k/a Platform Acquisition Holdings Limited) acquisition of MacDermid, Incorporated and related entities, The M&A Advisor’s 6th Annual International M&A Awards, 2014
  • Member, Winning Team, ACG New York Champion’s Awards, Deal of the Year (over $500mm); Cross-border Transaction of the Year (over $250mm) for $1.8 billion Acquisition of MacDermid, Inc. by Platform Acquisition Holdings Limited, 2014
  • Team Member, Corporate Board Member magazine and FTI Consulting Inc., one of "America’s Best Corporate Law Firms," 13th Annual Legal Industry Study, 2013
  • Deal Team Member, "Distressed M&A Deal of the Year (over $100mm)," The M&A Advisor's Turnaround Awards, 2011

Credentials

Education
  • J.D., Cornell Law School, 1996
  • B.A., History, magna cum laude, Le Moyne College, 1991
Admissions
  • Delaware