Brooks B. Gruemmer is a partner in the law firm of McDermott Will & Emery LLP and is based in the Firm’s Chicago office. He has a broad range of transactional and business counseling experience, with an emphasis on mergers, acquisitions, recapitalizations, joint ventures and the related financing required to fund such transactions.
Brooks brings a unique perspective to private practice having spent approximately four years as Vice President of Administration and General Counsel of Favorite Brands International, Inc., the fourth largest manufacturer of confectionery products in the United States. While at Favorite Brands, Brooks was a member of the executive committee and oversaw numerous acquisitions, financings that raised over $1 billion and the eventual sale of the Company to Nabisco.
Brooks has experience in a wide range of transactions, business ventures and general corporate matters and regularly represents a number of private equity funds in leveraged acquisitions and recapitalizations. He also represents a number of privately held and publicly traded corporations in connection with a variety of corporate matters, including acquisitions, divestitures, joint ventures, financings, securities law disclosure and compliance matters and executive compensation. In recent years he has spent a considerable amount of time advising acquirers of financially distressed companies, both inside and outside of bankruptcy, and in connection with debt restructurings and related financings.
Brooks has been recognized by both Chambers USA and The Legal 500 United States as one of the leading lawyers in his field. He was also named to the BTI Client Service All-Star Team, a select group of attorneys who are singled out by clients for delivering outstanding client service.
Brooks is admitted to the bar in the State of Illinois and is a member of the American and Illinois Bar Associations.
Representative Experience
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Represented Tribune Company in connection with:
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The transfer of the Chicago Cubs, Wrigley Field and other related assets to a partnership with the Ricketts Family
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The transfer of Tribune’s Newsday Media Group to a partnership with Cablevision Systems
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Represented Mars Incorporated in its acquisition of S&M NuTec, LLC, the maker of Greenies pet treats
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Represented J.W. Childs in connection with the acquisition of the Sunny Delight and Punica juice businesses from Procter & Gamble
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Represented H.I.G. Capital LLC in connection with the acquisition of multiple portfolio companies, including: Total Safety Services, Inc., a leading provider of safety and related services to the oil industry; Gould & Lamb, Inc., a provider of specialized services to the insurance industry; Service Net Solutions, LLC, a leading provider of extended warranties and service contracts; Well Safe, Inc., a provider of safety services to the oil industry; Texas Honing Inc., a provider of finished components to the oil and gas industries; First Capital Corporation, a provider of specialized commercial finance products; Higher Gear Group, Inc., a provider of customer relationship management software to automobile dealers; Warrantech Corporation, a provider of extended warranties and service contracts; Petroferm, Inc., Lipo Industries, and the U.S. operations of Croda Uniqema, manufactures and suppliers of specialty chemicals; the building blocks chemicals division of Cytec Industries; MagnaCare Holdings, an operator of regional healthcare networks; Teleflex Marine, a global supplier of marine equipment for sports and leisure boats; Novamed Inc., a national operator of ambulatory surgery centers; and Dent Wizard Incorporated, a provider of automobile reconditioning services.
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Represented H.I.G. Capital LLC in connection with the sale of multiple portfolio companies, including the sale Service Net Solutions, LLC to GTCR Golder Rauner; the sale of Pinkerton Computer Consultants to Kforce, Inc.; the sale of Thermo-Fluids, Inc. to CIVC Partners LLC; the sale of Total Safety Services, Inc. to DLJ Merchant Banking; the sale of Warrantech Corporation to AmTrust Financial Services; the sale of Gould & Lamb Inc. to Abry Partners; and the sale of Align Networks, Inc. to General Atlantic Partners.
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Represented Bayside Opportunity Fund LLC in connection with multiple acquisitions including: PetroCom, LLC, a provider of satellite, cellular and other communication services; Coastel Communications, LLC, a provider of cellular and other communications services; Beacon Industrial Group, a manufacturer of air, gas and liquid filtration systems; Sola Communications, LLC., a provider of specialized satellite communications services; and Airnet Systems, a provider of time-critical air transportation services.
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Represented Specialty Foods Group, Inc. (a Glencoe Capital, LLC portfolio company) in connection with its initial public offering of Canadian income fund units.
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Represented Great Point Partners, LLC in connection with multiple investments and acquisitions of portfolio companies, including: The Risk Services Companies, a provider of specialized consulting services to the insurance industry; Caprion Proteomics, a provider of protein target and biomarker services; Health Systems International, Inc., a leading provider of complex medical claim repricing and bill review services; Biotronic NeuroNetwork, Inc., a leading provider of neurophysiological intraoperative monitoring services; Pacific Child Associates, a leading provider of applied behavioral analysis; and American Surgical Holdings, a provider of professional surgical assistant services
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Represented Aurora Capital in connection with the acquisition of TruGreen Landcare from ServiceMaster
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Represented Riverlake Partners, LP in connection with the acquisition of Advanced Decorative Systems, a supplier of interior control panels to the automotive industry
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Represented Riverside Partners, LLC in connection with the acquisition of The GEM City Engineering
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Represented Terlato Wine Group in connection with:
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Sale of Chicago area wine and liquor distributor
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Sale of specialty wine distributor
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Dissolution and sale of joint venture
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Issuance of mortgage backed notes and restructuring of Credit Facility
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Represented SilkRoad Equity LLC in connection with:
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Acquisition of Mastronet, Inc.
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Acquisition of InterAct Public Safety and the related restructuring of its senior and subordinated debt
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Acquisition of certain assets from divine inc. pursuant to Section 363 of the Bankruptcy Code
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Represented Vsource Inc., a publicly traded provider of outsourcing services, in connection with:
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Acquisition of Asia-based outsourcing business
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Renegotiation and restructuring of credit facility
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Private placement of multiple series of Convertible Notes
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Public disclosure, Nasdaq listing and SEC matters
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Acquisition of publicly traded U.S. based professional employer organization
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Exchange Offer for outstanding preferred stock and spin off of Asian subsidiary
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Represented Special Committees in connection with:
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PVC Container Corporation going private transaction
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An investigation and resolution of certain related party transactions
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Represented The Heico Companies LLC in connection with:
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Providing a debtor in possession facility to, and the acquisition of, Coppercom, Inc. through a bankruptcy plan of reorganization
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Acquisitions of National Strand, LP and Tribco Construction Services
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Acquisition of Ivaco, Ivaco Rolling Mills and Ifastegroupe out of Canadian Companies’ Creditors Arrangement Act proceedings
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Represented management led buy-out group in connection with:
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Acquisition (and financing) of an Asia-based freight forwarding joint venture from U.S. Freightways
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Subsequent acquisitions of U.S. and U.K. freight forwarding operations
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Ultimate sale of all operations
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Represented Wells Manufacturing in the acquisition of two divisions from Metals USA, Inc., a publicly traded company that had filed for Chapter 11 protection
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Represented Worldport Communications, a publicly traded web-hosting company, in connection with:
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Acquisition of web-hosting operations in Sweden, United Kingdom and Germany for stock
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Follow-on shelf registration statement
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Bankruptcy and dissolution of several foreign operating subsidiaries
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Various general corporate, public disclosure and SEC matters
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Going private transaction
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Education
- University of Michigan Law School, J.D. (cum laude and Order of the Coif), 1990
- University of Notre Dame, B.B.A. (with highest honors), 1987
