Steve Bartz focuses his practice on transactions involving sophisticated joint ventures (“JVs”), strategic alliances, and M&A. Most of the JV arrangements that he establishes on behalf of his clients utilize JV companies—frequently LLCs or limited partnerships (and occasionally corporations)—and involve mergers, acquisitions, divestitures, or private placements of securities. JVs are among the most complex transactions in which a business can choose to engage, and Steve’s clients rely on his deep experience in JV matters to help them navigate and execute these specific types of transactions.
Over the past 15 years, Steve has concentrated his practice on the creation, negotiation, and implementation of both JVs unrelated to M&A transactions, such as private investment funds, and in connection with M&A transactions. JVs that arise through M&A transactions present unique challenges to buyers and sellers because of the parties’ continuing relationship, and Steve counsels his clients through the amplified complexity produced by this deal dynamic.
Steve also advises clients in connection with M&A transactions unrelated to JVs, private placements, and compliance and regulatory issues relating to corporate governance, Advisers Act status and compliance, Investment Company Act matters, broker-dealer matters, and securities regulation as it applies to private transactions. He regularly represents and counsels clients on matters that cover a wide spectrum of sectors, such as the finance, hospitality and leisure, sport and entertainment, real estate, healthcare, and energy sectors, including the upstream, midstream, and oilfield services segments of the energy industry.
- Control/Non-Control Investments (<100% Ownership)
- Controlling interest acquisitions (typically majority ownership)
- Non-controlling interest acquisitions (typically minority ownership)
- Cost/Risk Diversification JVs
- Acquisition cost/risk diversification JVs (e.g., consortium acquisitions or “club deals”)
- Seller rollover as tail-performance insurance (a/k/a “schmuck insurance”)
- Pairing Expertise with Capital to Share Profits (Management Expertise or “Sweat Equity” + Capital)
- Identified, negotiated investment ventures
- Blind-pool investment funds (including PE, VC, and RE funds)
- Pledge funds
- Search funds
- Performance Incentives and Alignment of Interests
- Equity Incentive Arrangements
- Seller Rollover as an Equity Performance Incentive
- Pooling Resources (a/k/a Strategic Partnerships)
- Two or more parties with complementary resources pooling those resources for synergistic effect
- Foreign party partnering with a local party to enter a new market
- JVs Created as Workarounds for Legal Restrictions on Ownership/Operations
- Restrictions on foreign ownership
- “Corporate practice of medicine” restrictions
- Non-JV M&A Transactions