Ronald G. Skloss

Ronald G. Skloss

Shareholder

Ronald G. Skloss focuses his law practice on Texas and Delaware corporation and limited liability company laws and the federal securities laws. His practice is largely transaction-based and concentrates on private equity investments, mergers and acquisitions, joint ventures, and other strategic business transactions. Ronnie has led numerous domestic and cross-border transactions representing publicly-traded and privately-held issuers, global investment banks, institutional and individual investors, and entrepreneurs in a variety of industry sectors, particularly software, business and technology-enabled services, healthcare, retail, government contracting, energy services, and hospitality services. He has served as lead outside corporate and securities counsel to private equity investors and NASDAQ-listed companies with market capitalizations of up to $40 billion, advising on capital markets transactions, mergers and acquisitions, private equity investments, the on-going disclosure and periodic reporting requirements of the federal securities laws, corporate governance, and general business law matters. Ronnie has advised on numerous private equity and venture capital investments aggregating more than $700 million, numerous M&A transactions with individual transaction values ranging from less than $10 million to more than $9 billion, and more than 50 underwritten public securities offerings with aggregate proceeds exceeding $2 billion.

取扱分野

実績紹介

  • $46,000,000 combination preferred stock and subordinated debt investment in a global provider of data-driven digital marketing solutions for advertisers to finance a management buyout of a private equity buy-out fund.
  • $25 million cash sale of preferred equity in a multi-state franchisee of a national fitness gym franchise business and contemporaneous senior debt restructuring.
  • $96 million cash sale (via merger) to a private equity sponsor of preferred equity in a leading national provider of diversified behavioral and emotional health and physical disability mentoring, education, and living support services.
  • $85 million acquisition of preferred equity holding majority ownership and contemporaneous management buyout of a sales and marketing-focused management consulting firm.
  • $73 million acquisition of preferred equity holding majority ownership and contemporaneous management buyout of a leading national provider of diversified behavioral and emotional health and physical disability mentoring, education, and living support services.
  • $70 million acquisition of preferred equity holding majority ownership and contemporaneous management buyout of a regional excavation, grading, paving and wet and dry utility construction company.
  • $47 million acquisition of preferred equity and subordinated debt and contemporaneous leveraged management buyout of a U.S. government contracting business providing marine, defense, homeland security, first responder and related products and services.
  • $35 million acquisition of preferred equity in a multi-state franchisee of a national fitness gym franchise business.
  • $34 million acquisition of preferred equity holding majority ownership and contemporaneous management buyout of a national hospitality services provider.
  • $30 million acquisition of preferred equity holding majority ownership and contemporaneous dividend recap of an international provider of garment design, engineering, development, manufacturing and sourcing services.
  • $25 million stock sale (for cash) to a strategic buyer of a provider of physical and occupational therapy rehabilitation services, speech pathology services and clinical management software.
  • $27 million acquisition of preferred equity holding majority ownership and contemporaneous reorganization and senior debt restructuring of a regional operator of skilled nursing facilities.
  • $21 million acquisition of preferred equity holding majority ownership of a provider of physical and occupational therapy rehabilitation services, speech pathology services and clinical management software.
  • $20 million acquisition of preferred equity holding majority ownership and contemporaneous recapitalization and senior debt restructuring of the U.S. business of an international provider of strategy, advertising, marketing, communications, data analytics and public relations services.
  • $18 million acquisition of preferred equity holding majority ownership and contemporaneous management buyout of a management consulting business.
  • $20 million acquisition of preferred equity holding majority ownership and contemporaneous recapitalization of a company that designs, develops and provides technology (IT) staffing and consulting services.
  • $15 million acquisition of preferred equity holding majority ownership and contemporaneous management buyout of a general contracting company specializing in commercial heritage properties in the Northeastern United States.
  • Representation of a Fortune 50 company in its divestiture of a Mexican subsidiary in the petroleum lubricants business via stock sale to a U.S. publicly-traded strategic buyer with an aggregate cash price of $182.5 million.
  • $70 million cash sale of a regional title insurance agency to a publicly-traded national title insurance underwriter.
  • Representation of a NASDAQ-100 listed supply chain management software development company in the following:
    • $9.3 billion acquisition via stock-for-stock merger of another NASDAQ-listed business-to-business e-commerce software development company.
    • $114 million acquisition via stock-for-stock merger of a business-to-business e-commerce software development company
    • $380 million acquisition via stock-for-stock merger in a Section 3(a)(10) exempt transaction of a supply chain management software development company.
    • $100 million dual contemporaneous acquisitions via stock-for-stock and cash mergers of a database publisher of maintenance, repair and operations transactional content software and a maintenance, repair and operations content, management and maintenance software development company.
    • $97 million cross-border acquisition via stock-for-stock exchange of a Canadian transportation and logistics management software development company.
    • $68 million acquisition via stock-for-stock merger of an enterprise relationship management software development company.
    • $201 million dual contemporaneous acquisitions via stock-for-stock mergers of a developer of demand chain management software for sales, marketing and logistics and a developer of supply chain management software for manufacturing.
  • Representation of a NASDAQ-listed semiconductor photomask manufacturer in the following:
    • $42 million cash sale of a photoblank production facility and business unit to a German buyer.
    • Acquisition of the German photomask manufacturing assets of a global semiconductor manufacturer.
  • Representation of a NASDAQ-listed physician practice and renal disease management services company in the following:
    • $145 million sale via stock-for-stock merger to a NYSE-listed buyer.
    • $105 million acquisition via combination of stock-for-stock merger and stock exchange of 13 affiliated corporations and limited partnerships.
  • Representation of a NASDAQ-listed semiconductor photomask manufacturer in the following:
    • Lithographic semiconductor photomask development and pilot-manufacturing joint venture in Germany with two global semiconductor manufacturers.
    • Strategic alliance with a German glass conglomerate to jointly develop advanced semiconductor photomask blanks.
    • Supply agreement with a German glass conglomerate relating to the manufacture and supply of commercial semiconductor photomask blanks and associated patent and related intellectual property licensing agreements.
  • Representation of a NASDAQ-listed telecommunications network management software company in the spin-off of its wireless modem product division.
  • Representation of a NASDAQ-listed telecommunications network management software company in a $35 million repurchase of all common stock held by an executive officer and director.
  • Representation of a NASDAQ-listed company in its deregistration and dissolution and subsequent distribution to stockholders of the cash proceeds of liquidation.
  • Representation of a telecommunications network management software company in its $92 million initial public offering on NASDAQ lead-managed by Goldman, Sachs & Co.
  • Representation of an internet provider of company and industry information in its $45 million initial public offering on NASDAQ lead-managed by J.P. Morgan & Co.
  • Representation of Donaldson, Lufkin & Jenrette as lead underwriter of the $40 million initial public offering on NASDAQ by an application integration software company.
  • Representation of BancAmerica Robertson Stephens as lead underwriter of the $40 million initial public offering on NASDAQ by an embedded data-base software company.
  • Representation of a supply chain management software company in its $44 million initial public offering on NASDAQ lead-managed by Goldman, Sachs & Co.
  • Representation of a supply chain management software company in a $140 million secondary/follow-on offering of common stock on NASDAQ by lead-managed by Goldman, Sachs & Co.
  • Representation of a telecommunications network management software company in a $116 million secondary offering of common stock on NASDAQ lead-managed by Morgan Stanley.
  • Representation of a NASDAQ-listed semiconductor photomask manufacturer in the following:
    • $245 million secondary/follow-on offering of common stock lead-managed by Morgan Stanley.
    • $80 million secondary offering of common stock lead-managed by Morgan Stanley.
  • Representation of Morgan Stanley as lead underwriter of a $106 million follow-on offering of common stock on NASDAQ by a supply chain management software company.
  • Representation of a NASDAQ-listed supply chain management software company in the initial placement and registered resale offering lead-managed by Goldman, Sachs & Co. of Rule 144A-issued $350 million principal amount of convertible subordinated notes.
  • Representation of a NASDAQ-listed semiconductor photomask manufacturer in a registered offering lead-managed by Morgan Stanley of $100 million principal amount of convertible subordinated notes.
  • Counsel to boards of directors of publicly-traded companies advising on takeover defense measures and the adoption of stockholder rights plans.
  • Counsel to publicly held companies advising on re-pricing of employee stock options via registered tender offer.
  • Lead counsel on more than 50 convertible preferred stock financings advising emerging growth companies and venture capital funds predominantly in the software, semiconductor and internet industry sectors.

°Certain of the above representations were handled by Mr. Skloss prior to his joining Greenberg Traurig, LLP.

  • Ronnie is co-owner of a commercial vegetable farm, which he transformed from the vestiges of a family-owned business into a vertically integrated producer and packer of a variety of fruits, vegetables and grains. Under his leadership, the business has transitioned to being a regional leader in developing and utilizing sustainable and biological growing techniques which better utilize natural processes to increase soil fertility, improve soil structure, reduce reliance on pesticides and synthetic fertilizers, reduce erosion, and increase quality and yields. Ronnie's desire to develop and implement these techniques was instilled by his passion for sustainable and high-quality food production.

受賞歴・所属団体

  • Member, Winning Team, ACG New York Champion’s Award, "M&A Deal of the Year (over $200mm to $500mm)" for Martin Resource Management Corporation ESOP, 2013
  • Team Member, Corporate Board Member magazine and FTI Consulting Inc., one of "America’s Best Corporate Law Firms," 13th Annual Legal Industry Study, 2013
  • Member, American Bar Association
  • Member, State Bar of Texas
  • Advisory Board Member, Pease Park Conservancy

学歴・資格・言語

学歴
  • J.D., The University of Texas School of Law
  • B.B.A., Finance, The University of Texas at Austin
弁護士資格
  • Texas
言語
  • Spanish, Conversational