Representative Matters

  • Represented I.T. Landes & Son, Inc. - a fourth-generation family-owned and managed Montgomery County, Pa.-based plumbing, heating, air conditioning and fuel oil sales and services firm – in connection with its acquisition by H.B. McClure Co. – a Harrisburg, Pa.-based firm in the same lines of work but serving different marketing areas. As the acquiring company was an S Corporation that is wholly owned by an ESOP, Fox advised I.T. Landes to terminate its Subchapter S election and form its own ESOP. The transaction was structured as a sale by I.T. Landes’ owners to that ESOP, followed by a merger of I.T. Landes with and into H.B. McClure’s subsidiary. The sophisticated, multifaceted transaction resulted in the sale of the client company in a manner that should enable the owners to avoid current federal income taxation.
  • Represented Automotive Service, Inc. (ASI), a family owned and operated fuels and lubricants distributor, in its acquisition by RelaDyne, one of the nation’s leading providers of lubricants, fuel, diesel exhaust fluid and industrial reliability services. ASI will strategically expand RelaDyne’s geographic footprint further into Eastern Pennsylvania and upstate New York, providing additional avenues for lubricant and fuel sales as well as expansion of industrial reliability solutions.
  • Represented M&Q Plastic Products, a family owned company, in the sale of its operating affiliate, M&Q Packaging Corp., a manufacturer of innovative, proprietary high-temperature resistant thermoplastic nylon and polyester films, to an affiliate of Capital Partners, a private investment firm.
  • Successfully transferred a second generation national transportation company to the third generation via stock redemption.
  • Successfully reorganized a family owned and operated international fan and heater manufacturer to facilitate generational transfers.
  • Ongoing representation of an eastern Pennsylvania family owned real estate development and management company in a number of areas, including generational transfers for estate planning purposes.
  • Represented a family owned hospitality business in business succession planning.
  • Represented an eastern Pennsylvania family owned telecommunications business in a recapitalization that helped facilitate the company’s business succession plan.
  • Represented a western Pennsylvania family owned auto dealership in transitioning ownership and real estate to the second generation. The transaction was structured in the most tax advantageous manner, resulting in significant tax savings for the family.
  • Counseled a Pennsylvania family owned print bindery and fulfillment business on vertical integration and acquisitions.