philip m. bresson
Of Counsel
Atlanta
Overview
Philip works on a wide variety of corporate matters, including mergers and acquisitions, recapitalizations, refinances, technology contract work (including SaaS, etc.), offerings of equity and debt, and other general corporate matters.
Representing businesses of all sizes, Philip routinely serves as outside general counsel for businesses throughout the country. He works closely with his clients to gain an in-depth understanding of their business activities and objectives. Philip is therefore able to provide focused, client-centered, cost-effective advice and counsel on legal issues confronting his clients on a daily basis. He enjoys being a strategic advisor providing thoughtful, efficient, and innovative solutions to his client's business related legal issues. Philip has coordinated and advised on mergers and acquisitions, business divestitures, commercial contracts (including SaaS, other technology-related contracts, licensing agreements, and other strategic transactions), corporate governance, capital raises, fiduciary duty matters, securities law filings, and other corporate and strategic considerations.
Experience
- Assist private equity client with capital raise and roll up of business services companies to create national footprint.
- Assist a medical device company with a roll up with affiliates and transfer of control to a private UK equity group.
- Negotiate SaaS agreements regarding payment processing, logistics, package tracking.
- Negotiate SaaS agreement and source code escrow to ensure redundancy and survivability of critical logistics functionality.
- Analyze health provider's existing rights vis-à-vis critical supplier of customized SaaS, consulting, and processing services and advise client as to strategic re-alignment to gain greater control of critical IP.
- Represented affiliated distributor entities, as borrowers, in the negotiation and closing of a bank-provided secured asset- based revolving credit and term loan facility and a secured mezzanine loan facility with a new private equity fund, the proceeds of which were used to refinance an existing credit facility and to fund the borrowers’ capital restructuring. The firm assisted the client in realizing its goals for the management team’s reacquisition of majority equity ownership and control, obtaining a source of funding for future acquisitions and allowing the transition of ownership to the next generation of owner/managers.
- Represented a regional bank, as agent, in connection with a unitranche secured asset based lending facility to a factoring and asset based lending company involving multiple intercreditor arrangements.
- Assist private equity client with capital raise/rollout of franchising operation.
- Assist management of a large Southeast distributor of air compressors and related equipment in acquiring majority control of the company from a private equity group and simultaneously assist the company with a corporate restructuring, recapitalization, equity raise from another private equity group, and financing consisting of secured asset-based credit facility (consisting of revolving loan and term loan) and a secured mezzanine loan facility.
- Assist an accounting firm with a CPA firm acquisition.
- Assist European materials company with sale of goods to, and supply agreement with, US company.
- Assist a wealth management advisory firm with an acquisition of a wealth management firm.
- Negotiate SaaS agreement for cloud-based servicing of all consumer loans.
Areas of focus
- Closely Held Businesses
- Financial Services
- Franchise
- Healthcare
- Manufacturing
- Professional Services
- Technology
- Business Capitalizations
- Corporate & Business Transactions
- Corporate Governance
- Executive Compensation & Separation Agreements
- Healthcare Transactions
- Intellectual Property
- Mergers & Acquisitions; Joint Ventures & Strategic Alliances
- Privacy & Data Security
- Private Equity
- Technology Services
- Securities
- Wealth Management & Succession Planning
Education
- University of Florida Levin College of Law (J.D., 2009)
- Grove City College (B.S., Finance, 2006)
Professional Affiliations
- President, CEO, and Founder of Push Back the Darkness, Inc., a 501(c)(3) corporation, dedicated to aiding the orphaned, oppressed, and homeless in Atlanta, Georgia
Admitted to Practice
- Georgia
- Florida