Gary I. Levenstein

Gary chairs the corporate, securities and finance group and concentrates his practice in the areas of mergers and acquisitions, private equity, corporate finance, securities regulation and corporate governance. An experienced transactional attorney, his clients include privately and publicly held corporations, private equity funds, financial institutions, family offices, emerging growth companies and boards of directors. He is a frequent speaker on such topics as mergers and acquisitions, corporate finance, access to the capital markets and corporate governance. Gary’s experience includes:

Representing purchasers and sellers including private equity funds in numerous mergers, stock and asset acquisitions, divestitures and business-combination transactions.
Introducing opportunities for merger, acquisition and disposition to interested parties.
Introducing companies to the investment banking and intermediary community in order to access capital markets.
Counseling and advising clients in fund formation.
Representing issuers and underwriters in private and public offerings ranging from conventional equity and debt securities to partnership interests and limited liability company interests.
Assisting management groups in buy-out situations.
Counseling family offices on various matters.
Representing borrowers, lenders and loan participants in finance transactions.
Establishing domestic and international joint ventures.
Representing boards of directors, directors and officers of publicly held and widely held private companies regarding governance matters.
Participating in pro-active resolution of partnership and shareholder disputes.
Counseling emerging growth companies in all stages including formation, structure and finance.

Gary’s recent transactions include:

Representing an asset management and private equity advisory firm in the formation of a fund of mezzanine funds.
Representing an interactive marketing client in the acquisition of all of the stock of a marketing company.
Representing a software implementation and customization client in its partial recapitalization through the agreement to convert the company’s preferred stock to common stock, and a forbearance from exercising rights and remedies under the secured debt documents.
Representing an international logistics company in its recapitalization involving analyzing numerous strategic alternatives, a private placement of securities, restructuring the liabilities, settlement of outstanding escrows and related claims and bank financing.

- View All - News
23 U&H Partners Named Among 2010 Super Lawyers
Gary Levenstein Featured in Law360 Q&A
- View All - Publications
Minority Stockholders Beware: There are limits on the duties owed by selling controlling stockholders to the remaining stockholders ACG Journal As a controlling stockholder of a corporation, it is important to remember that Delaware law imposes a duty upon a selling controlling stockholder (i) to make such inquiry of a proposed buyer’s plans for the target company as a reasonably prudent person would make, and (ii) to generally exercise care.
Can You Rely On That Information? Detailed Representations and ‘Non-Reliance' Provisions in Acquisition Agreements ACG Chicago 2005 Spring Journal They are designed to specify the information upon which the parties are relying in deciding to proceed with the transaction. Typically also buried in the boilerplate at the end of such agreements is a “non-reliance” provision, which provides that the buyer (or seller) disclaims any reliance on any information other than that specified in the representations and warranties of the acquisition agreement. For example: “As between or among the parties, any oral or written representation, agreement or statement not expressly incorporated herein, whether given prior to or on the effective date, shall be of no force and effect unless and until made in writing and signed by the parties on or after the effective date.” The exclusion or inclusion of such language and the jurisdiction of the court applying it can have a substantive impact on the success (or failure) of your claims in the event of a dispute arising from the acquisition.

Distinctions

Chambers USA: America's Leading Lawyers for Business (2009-2010)
Illinois Super Lawyers - Mergers & Acquisitions; 2005-2010
Illinois Leading Lawyers 2006 – Closely & Privately Held Business Law, Mergers & Acquisitions Law, Corporate Finance Law, Securities & Venture Finance Law
Finalist for M & A Advisor Financial Partner of the Year; 2006
Recipient of Association for Corporate Growth Meritorious Service Award; 2003
Member, Law360 Editorial Advisory Board
Subject of Q&A, Corporate Finance Law360 and Securities Law360

Presentations

Moderator, “Seeing Beyond the Dark Clouds,” Association for Corporate Growth Luncheon Panel, April 2009
Co-Chair, Maximizing Your Potential as a Business Buyer, sponsored by University of Chicago Graduate School of Business, June 2004
Co-Chair and Moderator of Healthcare M&A & Corporate Development Conferences, April 2004 and May 2005; Presenter, “How do You Present Your Company for Sale?”
Presenter, “Corporate Governance: The New Age—The Expanded Role of Outside Corporate Counsel and Standards of Professional Conduct for Attorneys,” Turnaround Management Association 2003 Spring Conference
Presenter, “Nothing Ventured, Nothing Gained: Negotiating and Drafting Joint Venture Agreements,” 3rd (2003), 4th (2004), 5th (2005) and 6th (2006) Annual Conferences entitled Negotiating and Drafting Major Business Agreements: Bulletproofing Your Documents
Co-Chair of 2005 Conference

Accreditations

Certified Public Accountant

Memberships

Association for Corporate Growth
- Secretary and Director (2004 and 2005)
- Planning Committee for Intergrowth Conference (2004)
- Branding Committee (2004)
Association for Corporate Growth, Chicago Chapter
- Chair of Lifetime Achievement Award Dinners (2002 – 2006)
- President’s Advisory Council
- Chapter President (2001-2002)

Civic

Director, American Cancer Society, Illinois (Finance and Budget Committee, Income Development Committee and Distinguished Gift Committee)
Advisory Committee of the Museum of Photography at the Columbia College of Chicago
Member of President’s Club of Columbia College Chicago
Director, Friends of Israel Defense Forces
Collectors Forum at the Museum of Contemporary Art of Chicago (Executive Committee)
Committee Member, Crohn’s & Colitis Foundation of America Campaign for Kidz
City of Highland Park Business and Economic Development Commission (1996-2001), former Vice Chairman
Member of the Renaissance Society