Overview

Our services include:

Our approach is simple: deliver the highest quality corporate legal work and superior client service.  We utilize a teamwork approach that draws upon the collective talents and experience of our attorneys and our considerable resources to provide tailored, skilled, cost-effective and timely legal representation. Through our model, we also focus on providing clients direct contact with experienced corporate partners throughout the life of a transaction.

Recognition

  • Vorys ranks as a “Midsize Powerhouse” in the practice of corporate law and securities law in the BTI Consulting Group survey of general counsel, in-house counsel, CEOs and CFOs of Fortune 1000 companies
  • Vorys has been selected as a “Go-To Law Firm” for 12 consecutive years in American Lawyer Media’s survey of in-house counsel at the 500 largest U.S.-based companies
  • The Chambers USA Guide ranks Vorys as a “Leading Law Firm” in corporate law
  • U.S. News and World Report/Best Lawyers ranks Vorys as a “Best Law Firm” in corporate law nationally and as a top tier “Best Law Firm” for corporate law, corporate compliance and corporate governance in Columbus and for corporate law in Akron, Cincinnati and Cleveland
  • Since 2000, Vorys has been recognized by Corporate Board Member magazine as the best corporate law firm in Columbus, Ohio
  • 12 members of our corporate and business organizations practice group are included in the Best Lawyers in America list

Representative Transactions

Securities Offerings

Debt Offerings
  • The Scotts Miracle-Gro Company in connection with its Rule 144A/Regulation S offering of $500 million aggregate principal amount of 4.000% senior notes due 2031
  • M/I Homes, Inc. in connection with its Rule 144A/Regulation S offering of $300 million aggregate principal amount of 3.950% senior notes due 2030
  • Abercrombie & Fitch Co. in connection with its Rule 144A/Regulation S offering of $350 million aggregate principal amount of 8.75% senior secured notes due 2025
  • First Financial Bancorp. in connection with its public offering of $150 million aggregate principal amount of 5.25% fixed-to-floating rate subordinated notes due 2030
  • The Scotts Miracle-Gro Company in connection with its underwritten public offering of $450 million aggregate principal amount of 4.500% senior notes due 2029
  • Air Transport Services Group, Inc. in connection with its $500 million aggregate principal amount of 4.750% senior unsecured notes due 2028
  • M/I Homes, Inc. in connection with its Rule 144A/Regulation S offering of $400 million aggregate principal amount of 4.950% senior notes due 2028
  • Worthington Industries, Inc. and two of its European subsidiaries, Worthington Industries International S.à r.l and Worthington Cylinders GmbH, in connection with its €91.7 million private placement of senior notes and $47.7 million shelf facility
  • Park National Corporation in connection with its underwritten public offering of $175 million aggregate principal amount of 4.50% Fixed-to-Floating Rate Subordinated Notes due 2025
  • Air Transport Services Group, Inc. in connection with (i) its private offering of $258.75 million aggregate principal amount of 1.125% convertible senior notes due 2024 and (ii) its entry into privately negotiated convertible bond hedge transactions and separate privately negotiated warrant transactions
  • M/I Homes, Inc. in connection with its Rule 144A/Regulation S offering of $250 million aggregate principal amount of 5.625% senior notes due 2025
  • Worthington Industries, Inc. in connection with its underwritten public offering of $200 million aggregate principal amount of its 4.300% Notes due 2032
  • The Scotts Miracle-Gro Company in connection with its Rule 144A/Regulation S offering of $250 million aggregate principal amount of 5.250% senior notes due 2026
  • The Scotts Miracle-Gro Company in connection with its Rule 144A/Regulation S offering of $400 million aggregate principal amount of 6.000% senior notes due 2023
  • First Financial Bancorp. in connection with its underwritten public offering of $120 million aggregate principal amount of 5.125% subordinated notes due 2025
  • Worthington Industries, Inc. in connection with its underwritten public offering of $250 million aggregate principal amount of 4.55% senior notes due 2026
Equity Offerings
  • M/I Homes, Inc. in connection with its underwritten public offering of 2,461,000 common shares for net proceeds of $54.9 million
  • M/I Homes, Inc. in connection with its underwritten public offering of 2,530,000 common shares for net proceeds of $42.2 million
  • Park National Corporation in the registration and issuance of 792,937 common shares, together with $87.8 million in cash, in the merger with Vision Bancshares, Inc. and the registration and issuance of 86,137 common shares, together with $9.052 million in cash, in the merger involving the acquisition of Anderson Bank Company
  • FirstMerit Corporation in connection with its underwritten public offering of 19,065,789 common shares for net proceeds (before expenses) of $346.9 million
  • Bravo Brio Restaurant Group, Inc. in connection with its underwritten initial public offering of 11,500,000 common shares sold by it and certain selling shareholders for net proceeds (before expenses) of approximately $84.6 million and its underwritten secondary public offering of 4,577,122 common shares sold by certain selling shareholders for net proceeds (before expenses) of approximately $70.5 million
  • SB Financial Group, Inc. in connection with its underwritten registered public offering of $15 million of Depositary Shares, each representing a 1/100th interest in a 6.50% Noncumulative Convertible Perpetual Preferred Share, Series A
  • A. Schulman, Inc. in connection with the offering of shares of its common stock upon its acquisition of ICO, Inc.
  • Park National Corporation in its “At-the-Market” equity offering, in which it sold approximately $17.5 million of its common shares, and two separate “Registered Direct Offerings,” in which it sold common shares, Series A Common Share Warrants and Series B Common Share Warrants with aggregate gross sale proceeds of approximately $30.8 million and $5.0 million
  • FirstMerit Corporation in various “At-The-Market” equity offerings, pursuant to which it, from time to time, offered and sold common shares having gross sales proceeds of up to $250 million
  • M/I Homes, Inc. in connection with its underwritten public offering of 4,000,000 Depository Shares each representing 1/1000th of a 9.75% Series A Preferred Share for net proceeds of $96.9 million

Mergers and Acquisitions

  • Worthington Industries, Inc. in multiple transactions by its business segments and joint ventures, including the recent acquisitions by its Consumer Products business segment of Level5® Tools, LLC and of General Tools & Instruments Company LLC and by its Steel Processing business segment, together with its consolidated joint venture TWB Company, L.L.C., of certain assets of the Shiloh Industries U.S. BlankLight® business
  • The Sherwin-Williams Company in its acquisition of Tennant Coatings, a national cleaning equipment and coatings systems manufacturer
  • A New York-based private equity firm and its portfolio companies in nearly 100 acquisitions of service-related companies located across the United States
  • First Financial Bank in its acquisition of Bannockburn through a merger of Bannockburn into the bank
  • Bravo Brio Restaurant Group in its sale to Spice Private Equity, a Swiss investment company
  • Bob Evans Farms, Inc. in its acquisition of Pineland Farms Potato Company, Inc., its acquisition of Kettle Creations, Inc., and its sale of 145 Mimi’s Cafe restaurants to Le Duff America, Inc.
  • M/I Homes, Inc. in its acquisitions in Detroit, Michigan; Minneapolis, Minnesota; Orlando, Florida; Houston, Texas; and San Antonio, Texas
  • Tailored Brands, Inc., and its subsidiary, The Men's Wearhouse, Inc., in the sale of its corporate apparel business to a group led by the existing U.K. corporate apparel executive team
  • Air Transport Services Group, Inc. in its acquisition of Omni Air International
  • R.G. Barry Corporation in multiple mergers and acquisitions, including: its sale to MRGB Hold Co., an affiliate of Mill Road Capital; its acquisition of Foot Petals; and its acquisition of Baggallini
  • The Scotts Company LLC in its sale of Smith & Hawken, Ltd. to Target Brands, Inc. and in its merger with Miracle-Gro and acquisitions of Ortho®, Smith & Hawken®, Morning Song® and marketing rights to Roundup®
  • Myers Industries, Inc. in multiple acquisitions, including its purchase of the assets of Mohawk Rubber Sales of New England Inc. and its purchase of the assets of Trilogy Plastics
  • A private-equity-owned sweeping-services company in its acquisition of dozens of entities
  • Safelite Group, Inc. in all of its acquisitions of regional vehicle glass repair and replacement companies located across the United States
  • Plaskolite, Inc. in its acquisitions of a division of Rotuba Extruders, Inc., a division of Bayer, a division of Pexco LLC, and certain product lines from Specchidea S. R L.
  • Advanced Drainage Systems, Inc. in its acquisition of Inlet & Pipe Protection, Inc.
  • A. Schulman, Inc. in its acquisition of ECM Plastics, Inc. and its acquisition of ICO, Inc.
  • L Brands, Inc. in its sale of its Express and Limited Stores brands, as well as in acquisitions for its Bath & Body Works and Victoria’s Secret brands
  • Big Lots, Inc. in its acquisition of Liquidation World Inc., a publicly-traded company on the Toronto Stock Exchange
  • Rolls-Royce Corporation and Rolls-Royce Energy Systems, Inc. as U.S. counsel in connection with the sale of Rolls-Royce’s energy gas turbine and compressor business to Siemens Energy, Inc.
  • Thirty-One Gifts, LLC in its acquisition of Jewel Kade Holdings LLC and its acquisition of Rendi LLC
  • White Oak Partners in the sale of Paradigm Intermediate Holdings LLC and Magnolia Windows & Doors LLC
  • CBC Companies in its acquisition of Kroll Factual Data, Inc.
  • Diamond Hill Investment Group Inc. in its sale of an ancillary financial services business
  • Holophane Corporation in its sale to National Services Industries, Inc.
  • The Ohio State University in a strategic alliance with the H. Lee Moffitt Cancer Center and Research Institute Hospital, Inc. to accelerate discoveries in cancer research
  • An industry segment leading distributor of Parker Hannafin and other hydraulic, hose, connector and electro-mechanical products and related tools in its sale of assets to a public company in the aerospace and industrial distribution markets
  • Safety Solutions, Inc. in its sale to W.W. Grainger, Inc.
  • Salt Run Capital, Inc. in its sale of The Oxford Oil Company, LLC to Eclipse Resources I, LP
  • Showa Aluminum in the spin-off and sale of its global heat exchanger business to a Japanese corporation
  • Click here for a comprehensive list of representative financial institution mergers and acquisitions


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