Mark practices in the areas of business, corporate, and securities law, with a focus on mergers and acquisitions. He is a cochair of the firm's Corporate Transactions & Securities practice group, a cochair of the firm’s Mergers & Acquisition team, a member of the firm's board of directors, and serves as the firm’s vice president of finance. Mark has extensive experience representing public and private companies, private equity firms and management teams in various corporate transactions, including mergers and acquisitions, public and private offerings, tender offers, leveraged buyouts, and debt financings. He also represents public and private companies in securities compliance and corporate governance matters, and has served as counsel to special committees of boards of directors.
Mark represents clients in a number of industries, including software and other information technologies, manufacturing, traditional and alternative energy, waste management, higher education, medical device, agribusiness, health care, franchise, and professional services, among others.
Mark lectures frequently on mergers and acquisitions, and business law topics. He has authored several articles on mergers and acquisitions and other business law matters and is regularly quoted on mergers and acquisitions topics in various business publications.
Mark, his wife, and their four children live in St. Paul. When he is not practicing law, Mark enjoys running, biking, skiing, reading, spending time with his family and their black lab, and renovating their 1915 house.
Representative Cases
- Represented a publicly held software company in connection with its acquisition of an established SaaS provider of human resources delivery and workforce communication services
- Represented an international franchisor on its sale of corporate-owned stores
- Represented a privately held for-profit higher education institution in its merger with a publicly held special purpose acquisition company (SPAC)
- Represented a publicly held software company in connection with its acquisition of a software company that provides integration and application technology and services to hospitals and large health care organizations
- Represented a for-profit higher education institution in its initial public offering and listing on the NASDAQ Stock Market
- Represented the special committee of a board of directors in connection with a proposed initial public offering of a property management company
- Represented the management team of a global technology provider for multi-site corporations and governmental agencies in the recapitalization and refinancing of a private equity portfolio company
- Represented a publicly held health care company in a stock-for-stock strategic merger with another publicly held health care company, with a value in excess of $1 billion
- Represented a publicly held energy company in connection with multiple acquisitions and divestitures of generating and transmission assets
- Represented a publicly held utility in its sale of a gas transmission company
- Represented a privately held fabricator of transportation components in its sale to a privately held strategic buyer
- Represented a privately held special waste disposal and consulting company in its sale to a publicly held strategic acquirer
- Represented a privately held provider of chemical dependency treatment in its sale to a private equity firm
- Represented a private equity firm in its acquisition of a privately held manufacturer of large commercial trailers
- Represented the special committee of a board of directors of a publicly held reinsurance company in connection with a possible going private transaction
- Represented a private equity sponsored manufacturer of industrial valves in connection with its acquisition of a division of a publicly held company
- Represented a publicly held home builder in connection with its going private transaction
- Represented portfolio companies of private equity firms in connection with debt and equity financings and refinancings
Publications
- Coauthor, “Corporate Governance/Board of Directors,” Minnesota Business Law Deskbook: Corporations and LLCs, 2010
- Author, “Successful Strategic Acquisitions, Considering Cultural Compatibility,” The Business Journal, August 2007
- Author, “Bridging the Valuation Gap” (three-part series on the use of earnouts), Minnesota Business, 2005
Presentations
- Course Chair, “Mergers & Acquisitions Run Down,” Minnesota State Bar Association Continuing Legal Education, September 2012
- “Advanced Mergers and Acquisitions,” National Business Institute, July 2012, October 2011
- “Understanding and Negotiating Acquisition Agreements,” University of Minnesota, Carlson School of Business Executive Development Center, Mergers & Acquisitions, Minneapolis, Minnesota, May 2004-2012
- “Advanced Mergers and Acquisitions,” West LegalEdcenter, February 2012
- “M&A Letters of Intent,” Strafford Publications, national webinar, October 2011 and December 2010
- “Preparation of Board Minutes,” Minnesota State Bar Association Continuing Legal Education, Business Law Institute, Minneapolis, Minnesota, May 2011
- “Purchase Price Adjustment Provisions,” Minnesota State Bar Association Continuing Legal Education, Advanced Mergers and Acquisitions for the Middle Market, Minneapolis, Minnesota, January 2011
- Course Chair, “Overview of Asset Transactions,” Minnesota State Bar Association Continuing Legal Education, Purchase and Sale of a Business, Asset Transactions, Minneapolis, Minnesota, January 2010 and January 2007
- “Use of Earnouts in Business Transactions,” Minnesota State Bar Association Continuing Legal Education, Business Law Institute, Minneapolis, Minnesota, May 2010 and May 2006
- “Setting the Stage: Preliminary Considerations,” National Business Institute, Mastering Mergers & Acquisitions, Bloomington, Minnesota, June 2010 and September 2007
- “Best Practices in Corporate Governance,” Minnesota State Bar Association Continuing Legal Education, Business Law Institute, Minneapolis, Minnesota, May 2009
- “Earnouts,” Advanced Mergers and Acquisitions for the Middle Market, Minnesota State Bar Association Continuing Legal Education, Minneapolis, Minnesota, January 2009
- Course Chair, “Overview of Stock Transactions,” Minnesota State Bar Association Continuing Legal Education, Purchase and Sale of a Business, Stock Transactions, Minneapolis, Minnesota, January 2008
- Course Chair, “Overview of Merger & Acquisitions,” Minnesota State Bar Association Continuing Legal Education, Purchase and Sale of a Business, Minneapolis, Minnesota, January 2002-2006
- “Due Diligence,” Minnesota State Bar Association Continuing Legal Education, Advanced Mergers and Acquisitions, Minneapolis, Minnesota, October 2005
- “Pre-Agreement Process,” National Business Institute, A Practical Guide to Valuing, Buying and Selling a Privately Held Business in Minnesota, Plymouth, Minnesota, October 2004
Education
- University of Denver College of Law, J.D., with highest honors, 1994
- Saint Olaf College, B.A. in history and economics, cum laude, 1988
Bar Admissions
- Minnesota, 1996
- Colorado, 1994 (inactive)
Professional Activities
- American Bar Association, Business Law section
- Minnesota State Bar Association
- Hennepin County Bar Association
Honors and Distinctions
- “Super Lawyer®,” Thomson/Reuters, 2008-2012
- “Rising Star,” Minnesota Law & Politics, 2001-2007
- AV® Preeminent™ Peer Review Rated from Martindale-Hubbell
Community Involvement
- Deacon, House of Hope Presbyterian Church, St. Paul
- Youth Soccer Coach, St. Paul
- Summit Hill Neighborhood Group (St. Paul), volunteer
- Twin Cities Diversity in Practice, mentor
- Association for Corporate Growth, member
- Saint Olaf College Class of 1988 25th Reunion Committee, cochair of Fundraising Committee