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USA Guide 2022

Ranked in 1 Practice Areas
4
Corporate/M&A
2 Years Ranked

About

Provided by Jennifer Vergilii

Practice Areas

Corporate and Finance

Mergers and Acquisitions, Divestitures and Sales

Corporate Succession Planning

Public Company M&A and Bond Counseling

Commercial Contracts

Investment Management

Career

Jenn Vergilii is a Partner and Co-Chair of Calfee’s Corporate and Finance practice group. She counsels public and privately held clients with respect to mergers and acquisitions and a wide range of general corporate and business matters, including corporate governance and all forms of commercial contracts.

Jenn serves all types of clients from start-ups, to closely held family businesses to multi-national public companies in a broad range of industries, including healthcare, energy, chemicals, construction, food services and consumer products.

Serving as the firm's lead liaison to Lex Mundi, a leading network of more than 150 independent law firms and 22,000 attorneys worldwide, positions Jenn well to provide global legal counsel to her international clients.

Jenn is a member of the 2018 Leadership Cleveland class. She was elected to join In Counsel With Women in 2018.

She serves on the firm’s Management Committee and has served as a member of the Practice Planning & Growth Committee (formerly known as the Executive Committee); she is a member of the Calfee Women Lead affinity group.

Jenn is a regular presenter at seminars and the author of numerous publications.

Prior to joining Calfee, Jenn was an Associate with the Chicago law firm of Neal, Gerber & Eisenberg LLP and then an Associate with the Des Moines firm of Nyemaster, Goode, Voigts, West, Hansell & O’Brien, P.C. She began her tenure with Calfee in 2001 and was elected Partner in 2007. She was elected to the Management Committee in 2021.

Professional Memberships

Leadership Cleveland Class of 2018

In Counsel With Women, Member

The Achievement Centers for Cleveland, Executive Committee Member and Board Secretary

Experience

Jennifer’s considerable expertise includes the following representative transactions and clients:

The J.M. Smucker Company (NYSE: SJM) and its affiliates in several acquisitions, including:

- Purchase of Ainsworth Pet Nutrition Parent, LLC, maker of Rachel Ray Nutrish brand of pet food for $1.9 billion

- Merger with a Sahale Snacks, a manufacturer of gourmet nut and fruit blends

- Acquisition of Eagle Family Foods

The L.D. Kichler Co. (aka Kichler Lighting) and its affiliates in its sale to Masco Corporation of its lighting business for a purchase price of approximately $550 million.

The Lincoln Electric Company (NASDAQ: LECO) and its affiliates in several acquisitions, including:

- Purchase of Coldwater Machine Company and ProSystems LLC, automation systems designers and integrators serving industrial, electrical and medical applications

- Purchase of substantially all of the assets of two companies that were developers and manufacturers of welding training products

Courtland Partners, Ltd, a real estate investment advisory company in its sale to StepStone Group Real Estate LP

Ferro Corporation (NYSE: FOE) in several acquisitions and divestiture transactions, including:

- Acquisition of Delta Performance Products, LLC., a manufacturer and distributor of pool and aggregate quartz color pigments

- Merger with TherMark Holdings, Inc., a leader in laser marking technology

- Its divestiture of its pharmaceutical business to PLI Holdings, Inc., an affiliate of MedOpportunity Partners, LLC

- Divestiture of U.S. and Chinese fine chemicals business to Novolyte Technologies LP, an affiliate of Arsenal Capital Management LP for approximately $60 million

- Acquisition of certain assets related to the grinding and fabrication fluids business of Fluid Logic LLC, of Portland, Oregon

Chart Industries, Inc. (NASDAQ: GTLS) and its affiliates in numerous merger and acquisition transactions, including:

- Acquisition of Hetsco, Inc. from Global Power Equipment Group, Inc. (OTC: CLPW), a provider of welding and construction services, natural gas processing, petrochemical and air gas separation industries

- Acquisition of Thermax, Inc. and affiliates, leaders in manufacturing and distributing cryogenic fluid vaporizers utilized in industrial gas, petrochemical, and liquefied natural gas applications

- Its energy and chemicals segment’s sale to Stabilis Energy of liquefied natural gas (LNG) production facilities

- Its biomedical segment’s acquisition of Sequal Technologies

- Its biomedical segment’s acquisition of Covidien Group S.A.R.L.’s (NYSE: COV) and its affiliates’ oxygen therapy business, including the manufacturing, sales and service functions from more than 30 countries

- Its distribution and storage segment’s acquisition of Cryotech International, Inc.’s cryogenic injector business

- Its energy and chemicals segment’s acquisition of Tulsa, Oklahoma-based Cooler Service Company, Inc., a leading provider of air cooled heat exchangers into multiple markets including hydrocarbon, petrochemical and industrial gas processing

American Greetings Corporation in several transactions, including:

- Its divestiture of certain assets exclusively related to its Webshots business to Threefold Photos

- Sale of certain assets used in the manufacture and distribution of party goods to Amscan Holdings, Inc (Amscan) for a purchase price in excess of $24 million

- Disposition of certain assets used in the manufacture and distribution of its Gorant chocolate business

- Disposition of certain assets related to the manufacture and distribution of its candle product lines to Lighthouse Candles, LLC

Sale of VPI Quality Windows to Jeld-Wen (NYSE: JELD)

Cardinal Health (NYSE: CAH) and its affiliates in several acquisitions, including:

- Purchase of the stock of the developer and manufacturer of a coated anti-microbial adhesive on polyethylene materials

- Purchase of substantially all of the assets of a supplier and distributor of pharmaceutical critical care and fractionated blood products

- Purchase of a cyclotron facility in Wichita, Kansas

Industry Sector Expertise

Chemicals

Food and Beverage

Health Care

Individuals and Families

International

Manufacturing and Industrial

Private and Family-Owned Businesses

Public Companies

Real Estate

Retail and Consumer Products

Satellite and Space Technology

Expert in these Jurisdictions

Ohio

Illinois

Iowa

Work Highlights

Jenn has worked on a variety of merger and acquisition transactions, representing both buyers and sellers, including numerous privately held companies and public companies such as the following:

American Greetings

Cardinal Health (NYSE: CAH)

Chart Industries, Inc. (NASDAQ: GTLS)

Cleveland-Cliffs Inc. (NYSE: CLF)

Ferro Corporation (NYSE: FOE)

Independence Excavating, Inc.

The J.M. Smucker Company (NYSE: SJM)

The L.D. Kichler Co.

The Lincoln Electric Company (NASDAQ: LECO)

Education

Case Western Reserve University School of Law

J.D.

1997

College of the Holy Cross

B.A.

1994

Chambers Review

Provided by Chambers

USA

Corporate/M&A - Ohio: North
4
Band 4

Jennifer Vergilii's clients regularly call upon her to handle a broad array of M&A and capital markets transactions.
"She is a strong communicator with excellent client skills." "Jennifer is smart, experienced and responsive."

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