Overview
Kathryn is a Member in the Business Department at McDonald Hopkins and part of the Firm’s Mergers and Acquisitions Practice Group. Her practice is focused on representing companies across a broad range of industries in various types of domestic and international transactions, including buyers and sellers in complex mergers and acquisitions, business restructurings, asset purchase and sale transactions, and equity purchase and sale transactions. Kathryn also represents companies and investors in venture capital and angel investment transactions with companies from a wide range of industries at various stages of growth. Her experience includes representing clients in the negotiation and implementation of institutional financing and commercial loan transactions with large institutional lenders.
In addition to her M&A practice, Kathryn advises companies of all sizes on general business matters, including entity formation and structure, corporate governance, executive compensation issues, commercial leasing, licensing agreements, and regulatory compliance with federal securities laws in connection with offerings of debt and equity securities and private placements. While her clients include diverse types of entities and businesses, including publicly traded companies, nonprofits, and tribal entities, Kathryn has specific experience representing clients in the healthcare and government contracting industries.
In the government contracts space, Kathryn helps businesses with transactions and contracts, including negotiating and drafting teaming agreements, joint venture agreements, mentor-protégé agreements, and subcontracts. Kathryn structures asset and equity acquisition transactions involving government contracting assets and coordinates related regulatory issues such as contract novation, security clearances, SBA size and affiliation matters, and contract recertification.
Kathryn represents entities in the healthcare industry in connection with general governance matters, professional organization structuring and compliance, strategic partnerships and joint ventures, healthcare mergers and acquisitions, and healthcare regulatory concerns.
Kathryn earned her J.D., summa cum laude, from the George Washington University Law School, where she was a Presidential Merit Scholar. She graduated with a Bachelor of Arts from the University of Maryland, College Park.
Representative Cases & Matters
- Represented a Kentucky-based multi-channel contact center and its ownership group in the sale of 100% of the outstanding equity to a private equity group. The transaction, valued at $110,000,000, involved Hart-Scott Rodino (HSR) compliance analysis and filings, a pre-closing subchapter F reorganization, and significant tax considerations.
- Represented a Virginia-based kidney care and population health services company in a private offering of Series E Convertible Preferred Stock and simultaneous secondary redemption of founders’ common stock. The transaction, resulted in a raise of over $325,000,000 resulting in a valuation of the company of over $2.5 billion.
- Represented a publically-traded information technology product and services company in an equity acquisition of a Maryland-based provider of blockchain and encryption algorithm technology.
- Represented a nationwide lighting design company in the sale of a controlling equity interest to a venture-backed purchasing company in a transaction valued at $108,000,000.
- Advised fund sponsors of a newly formed venture capital fund regarding investment fund structuring considerations, specifically focusing on a fund structure to avoid triggering affiliation under the U.S. Small Business Administration (SBA) affiliation rules between portfolio companies, the fund, and fund LPs (limited partnerships).
- Advised an Alaska Native Corporation (ANC) in its acquisition of 100% of the outstanding equity of a Georgia-based engineering, IT, and security systems government contractor. The transaction, valued at $27,385,000, involved a pre-closing subchapter F reorganization, post-closing inter-company organization, and asset management for the ANC’s family of companies.
- Represented a Virginia-based government contractor and its ownership group in the sale of all of its equity interests to a private equity firm in a transaction valued at $21,000,000.
- Represented the majority owner of an IT services government contractor in an SBA 7(a) loan-backed management buyout. The transaction, valued at $10,272,500, involved navigating compliance with SBA 7(a) business loan transactions, as well as significant pre-closing tax work relating to the preparation and submission of an application for a private letter ruling from the IRS.
- Represented a Maryland-based healthcare IT government contractor client in a private financing issuance of convertible debt securities (valued at $25,000,000) to fund strategic growth and ongoing operations.
- Represented a Baltimore-based private equity firm in the recapitalization and acquisition of an information technology company.
- Represented a Pennsylvania-based venture capital firm in a simultaneous asset acquisition, mezzanine loan, and series A financing transaction of a Maryland-based government contractor.
- Represented a large international pharmaceutical company in the sale of several lines of marketed products to two venture-backed purchasing companies.
- Represented an international medical device company in the restructuring of its North American organization, a Series A preferred stock capital raising transaction, and the multi-phase stock purchase acquisition of another medical device company.
- Represented a Maryland-based hospitalist practice in the acquisition of a controlling equity interest in a Pennsylvania-based hospitalist practice and management company. The transaction involved a complex pre-closing reorganization and an in-depth analysis of applicable laws relevant to corporate practice of medicine issues.
- Represented a Virginia-based government contractor in the intelligence and defense industry and its ownership group in the sale of 100% of the outstanding equity to a publicly traded company with a transaction value of $16,000,000.
- Represented a government contractor in the intelligence and defense industry and its ownership group in the sale of all of its equity interest to a portfolio company of a private equity firm in a transaction valued at $6,250,000.
- Represented a Pennsylvania-based venture capital firm in minority Series A and A-1 investments in a Maryland-based biotech company.
- Represented a Baltimore-based craft brewery in obtaining an institutional construction loan and line of credit for a major expansion and taproom buildout.
- Represented various government contractors in the strategic acquisition of assets and the subsequent successful novation of such assets.
Honors & Recognition
Chambers USA, Corporate/M&A, Maryland, 2022-Present
District of Columbia Super Lawyers®, Business & Transactions, 2020-Present
Named one of Maryland’s “Leading Women” by The Daily Record, 2017
Maryland Super Lawyers®, Rising Stars, Business & Transactions, 2013-2018
Named one of Maryland’s “20 in their 20s” by The Daily Record, 2012
Credentials
Education
George Washington University Law School
University of Maryland
Admissions – State
- District of Columbia
- Maryland
Professional & Civic
Professional Activities
Member, Board of Directors, Howard County Chamber of Commerce
Member, GovConnects Engagement Committee, Howard County Chamber of Commerce
Member, Maryland Association for Corporate Growth
Member, American Bar Association, Business Law Section M&A Committee
Member, Maryland State Bar Association
News & Insights
Multimedia
Panelists will provide an overview of common issues arising in Private Equity M&A transactions, with a focus on executive compensation and management team considerations.
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Private equity sponsors operating within the government contracting industry have to navigate challenging rules and regulations at almost every turn. It is a complicated space for M&A, but understanding the risks could lead to great rewards for deals that are done correctly.
Events
Speaking Engagements
M&A Transactions in the Government Contracting Industry: Overview and Practice Tips, 2022 MSBA Legal Summit, June 2, 2022
VIP START: Legal Considerations: How Best to Structure Your Company as a Federal Contractor, Veteran Institute for Procurement (VIP), April 5, 2022
VIP ADVANCE: M&A Class Exercise – Case Study/Group Exercise, Veteran Institute for Procurement Event, March 9, 2022
Pub K Annual Review 2022 – Mergers and Acquisitions, Pub K Annual Review 2022, January 26, 2022
10 Things You Need to Know About PPP Loan Forgiveness, The HUBZone Small Business Virtual Summit, September 8, 2020