Case Studies

When St. Charles Capital was ready to move forward with its desire to be acquired by KPMG Corporate Finance LLC (KPMG CF), they turned to Polsinelli to represent their legal interests in the transaction. “We’re usually in the business of handling M&A transactions like this on behalf of our clients, not for ourselves. So our need for astute counsel was critical,” said Mike Franson, President of St. Charles Capital, and now Managing Director of KPMG CF. “We’ve used Polsinelli for previous legal needs, and they are responsive and a great business counselor, in addition to providing great legal counsel.”

Polsinelli’s Role
During a period of increased global M&A activity, for the sale of this unique business, Polsinelli engaged several practices at the firm to review and negotiate the transaction documents and to provide advice on various discrete legal issues. Because St. Charles Capital was a registered broker-dealer, there were certain intricacies that required focused legal acumen in order to satisfy broker-dealer requirements, while simultaneously addressing the business complexities that were presented due to strict independence requirements resulting from KPMG’s auditing services. To respond to these particular needs, a team of eight attorneys from multiple practices provided legal services including:

  • Corporate and Transactional
  • Employee Benefits and Executive Compensation
  • Intellectual Property
  • Labor and Employment
  • Securities and Corporate Finance
  • Tax

Key Success Factors
“Polsinelli’s role in representing our client was to not only manage the legal execution of the transaction, which was significant, but we also had to understand how this deal would transform their business as well as the roles of the approximately 30 members of leadership and staff as they became new KPMG employees,” said Darren Hensley, lead Polsinelli shareholder. “In a transaction like this, there are few hard assets, but the St. Charles Capital employees really are the key asset in the transaction. Understanding their line of business was critical, but understanding the business as it relates to the people made this unique. It allowed us to make recommendations and provide counsel that addressed our client’s business goals and the roles that their people play in the success of the business.”

About St. Charles Capital
Prior to the acquisition, St. Charles Capital was a Denver-based boutique investment bank that provided M&A and capital advisory services for mid-market companies across the United States.

About KPMG Corporate Finance LLC
KPMG Corporate Finance LLC is a leading mid-market investment bank providing a broad range of investment banking and M&A advisory services to its domestic and international clients. The Corporate Finance practices of KPMG have been ranked collectively a leading global M&A advisor according to Thomson Reuters SDC’s 2013 global transaction volume league tables. KPMG firms operate in 155 countries with over 2,600 investment banking professionals who are able to meet the needs of clients across the globe. To learn more visit www.kpmgcorporatefinance.com.