Atty. Adam J. August

Adam J. August is a partner in Holland & Knight's Corporate/Mergers & Acquisitions Practice Group.

Mr. August counsels public and private company clients in a variety of industries including information technology, government contracting, software and telecommunications. He has been actively involved in merger, acquisition and disposition transactions with a combined value more than $1 billion, and financing/investment transactions and securities offerings worth more than $600 million. Other commercial and corporate transactions he regularly works on relate to corporate governance; corporate reorganizations; development, production, and distribution of technology goods and services; employment and stock-related issues; and transactions with distressed entities and business bankruptcy.

Recent M&A transactions include:

• represented management in complicated tax-driven $15 million buyout of government contractor

• represented public company purchaser of government contractor in $12.5 million merger acquisition
• represented acquiror of software and hardware developer in equity swap
• represented public company purchaser of government contractor and its subsidiaries in $100 million stock acquisition
• represented seller of software company in $4 million stock sale
• represented seller of manufacturing business in $6 million asset sale and debt assumption
• represented seller of continuing care retirement community in the District of Columbia in $10 million equity interests and assets disposition
• represented seller of medical transcription company with five classes of preferred stock to private equity purchaser in $75 million merger sale
• represented seller of telecommunications equipment developer to public company buyer in $53 million stock sale
• represented private “acquiror” of public company government contractor in $500 million market capitalization reverse triangular merger

Recent representative financing transactions include:

• represented lead investor in $12 million bridge loan with convertible notes and warrants
• represented issuer in $320 million high-yield debt (144A notes/warrants) offering
• represented issuer in $5 million private offering of LLC membership units and warrants
• represented issuer in debt conversion into $3 million Series D Preferred Stock issuance
• represented borrower in negotiations with Fifth Third Bank for $3 million line of credit
• represented issuer in $37 million Series A, $50 million Series B and $50 million Series C Preferred Stock private placement offerings
• represented borrower and sub-lender in $6 million line of credit that issued subsequent $1 million line of credit to joint venture
• represented government contracts capital fund in formation and closing of $15 million private offering
• represented issuer in $37 million PIPE transaction with investors including Pequot Private Equity, General Electric Pension Trust and New York Life Investment Management
• represented equal partner in complex tax-driven real estate $18 million joint venture, including multiple level LLC, partnership and corporation structure
• represented developer/issuer in connection with $6 million private placement for condominium development
• represented issuer in complex formation and $800,000 private offering of interests in a Commodity Pool Operator (i.e., fund) investing in futures contracts

As a law clerk for The Honorable Steven A. Felsenthal in the U.S. Bankruptcy Court in Dallas, Texas, Mr. August was responsible for corresponding with counsel, briefing pleadings for hearings and trials, researching issues of federal and state law, and drafting and editing legal opinions for publication.