Aaron A. Ghais

Whether they are buying, selling or financing businesses, CEOs, business owners, and investors turn to Aaron Ghais to get deals done. Aaron specializes in representing mid-market companies that aspire to grow through acquisitions, and also helps business owners maximize value when they sell their companies. Clients benefit from his ability to lead them successfully through the M&A process using his creative problem-solving skills, well-honed business sense, and results-oriented style.

A former “Am-Law 10” lawyer, Aaron leads the Shulman Rogers M&A Practice Group and serves as Co-Chair of the Firm’s Business and Financial Services Department. He leverages the knowledge gained through over 25 years of successfully completing complex transactions to accomplish his clients’ objectives and overcome their legal and business challenges.

Aaron has a national practice representing corporate, venture capital and private equity clients in connection with a variety of transactional and securities matters. These include mergers, acquisitions, dispositions, exchanges and joint ventures, as well as venture capital financings, securities offerings, debt financings, recapitalizations and other strategic transactions.

He has been involved in all phases of the transaction process, including structuring, negotiation, implementation, and ongoing post-transaction advice.

Regularly providing advice on corporate, securities and other business-related matters, Aaron serves as outside general counsel to a number of his clients; assists entrepreneurs and startup companies in connection with their formation and financing; advises boards of directors on various aspects of corporate governance, and represents funds that invest in emerging growth companies.

A recognized leader, Aaron was elected to serve on the Firm’s Board of Directors and is a regular speaker on M&A-related topics and current developments in the deal markets. He is a member of the ABA’s Section of Business Law and plays an active role in the Section’s Mergers and Acquisitions Committee. Among other things, he has served on the ABA Subcommittee on M&A Market Trends and the ABA Subcommittee on Public Company Acquisitions.

RESULTS

Private Equity and Venture Capital

• Represented a prominent private equity firm in the acquisition of television broadcast stations from a well-known broadcast company for approximately $125 million; and assisted in the formation and funding of the acquisition vehicle.
• Represented another prominent private equity firm in the acquisition of a German software company for approximately $130 million, and assisted in the formation and funding of the acquisition vehicle.
• Represented a Maryland-based venture capital fund in numerous preferred stock investments in middle-market and early-stage companies.

Financial Services

• Represented financial advisory firms in over 24 sale and restructuring transactions.
• Represented financial advisory firm in the acquisition, and later the sale, of an employee benefits practice.

Aerospace & Government Contractors

• Represented the stockholders and second-generation management team of a naval weapons company in a sale to L3 Technologies.
• Represented a marine technology company in a sale by merger to Danaher.
• Represented the founders of a major software reseller in a sale to a private equity-backed rollup acquirer.
• Represented an aerospace company and a special board committee in a merger with another aerospace company, with a transaction value of approximately $75 million.
• Represented stockholders of a successful cryptographic security company in the sale of their stock to one of the largest U.S. government contractors.
• Represented a major U.S. aerospace company in the sale of an unincorporated division to one of the largest Brazilian aircraft manufacturers.

Technology and Biotechnology

• Represented Singapore-based acquisition vehicle in the rollup of tech-based management services and financial technology companies.
• Represented a publicly-traded biotech company in the acquisition of a distressed competitor.
• Represented an innovative biotech company in a series of preferred financing rounds and acquisitions.
• Represented a prominent biotech company in a $325 million sale to a public company.
• Represented a healthcare technology company in a $150 million sale by merger to Press Ganey.
• Represented a healthcare technology company in a sale by merger to Centene.
• Represented, as outside general counsel, a number of middle-market and early-stage technology companies throughout the mid-Atlantic region and nationwide; and assisted many of those companies with private placement transactions.
• Represented a number of technology companies in the negotiation and creation of joint ventures.

Media & Entertainment

• Represented a prominent media company in the acquisition of assets from the then largest Canadian newspaper company for $235 million.
• Represented two cable companies in the sale of their assets to two national cable company owners, for $530 million and $175 million, respectively.
• Represented a leading licensor and publisher of play scripts for major Broadway plays in the acquisition of a competitor.

Energy

• Represented an oil distribution company in a private equity financing and, subsequently, in the acquisition of nearly a dozen competing companies for purchase prices ranging from $5-100 million.

Hospitality & Food Services

• Represented a restaurant and hospitality company in the acquisition of a well-known restaurant chain.
• Represented a major national hotel chain in the sale of non-core assets.
• Represented a leading wholesale produce seller in sale to Coastal Sunbelt Produce.

Real Estate

• Represented a Wall Street investment fund in a tender offer for shares of a public real estate investment trust.
• Represented a number of real estate companies in the negotiation and creation of joint ventures.
• Represented prominent commercial real estate brokerage to Colliers International.