Finance Monthly Deal Maker Awards 2015 Edition

53 www.finance-monthly.com DEAL MAKER OF THE YEAR - USA Wilson Sporting Goods acquires Louisville Slugger Brand Chosen for his involvement in the following transaction: Ted Cornell is a Partner in the Corporate Department in the Chicago office of Seyfarth Shaw LLP. He is a transaction- oriented corporate lawyer with experience in finance and business combinations, including mergers and acquisitions, private equity, mezzanine investments, and secured lending. Mr. Cornell also acts as general counsel to a number of corporations on a variety of matters, including shareholder agreements employment contracts, equipment purchases, relationships with customers and suppliers, licensing and advice to boards of directors. Ted has been honored by the Leading Lawyers Network as an Illinois Super Lawyer in the General Business Law category and also recognized in the categories of Corporate Finance Law, Mergers & Acquisitions Law and Closely and Privately Held Business Law. About Ted Cornell Please summarize the transaction Seyfarth Shaw LLP advised Wilson Sporting Goods, the official glove of Major League Baseball (MLB), in a historic agreement to acquire the rights to the iconic Louisville Slugger brand, MLB’s official bat. Wilson Sporting Goods Co., a division of Amer Sports Corporation, acquired global brand, sales and innovation rights to Louisville Slugger, a division of Hillerich & Bradsby, Co., (H&B). The deal closed April 21, 2015. Under the terms of the agreement, H&B became Wilson’s exclusive manufacturing partner for wood bats. H&B now manufactures all Louisville Slugger-branded MLB, Minor League Baseball, amateur player and souvenir wood bats for Wilson. H&B will continue to manufacture wood bats at the Company’s downtown Louisville factory. The Seyfarth team was led by Chicago M&A partner Ted Cornell and included Antitrust/HSR partners William Berkowitz and Brandon Bigelow in Boston. What was your role within the transaction Merger & Acquisition counsel to Wilson Sporting Goods. What were the challenges or difficulties presented The deal presented unique challenges in separating the assets and businesses sold from those retained by H&B. H&B retained manufacturing rights and facilities for wood bats, as well as its museum and gift store, and the marketing of souvenir items through the gift shop, exhibits and a retained web site. Intellectual property rights were also apportioned through both transfers of IP as well as licenses. How were the challenges or difficulties overcome The challenges were overcome by painstaking attention to the details of the businesses sold and those retained, resulting in many ancillary agreements, ranging from a manufacturing agreement, trademark licensing agreements and a transition services agreement. Ray Berens, General Counsel of Wilson, was critical to this process through his knowledge of the business, attention to detail and hard work. What are your thoughts and predictions for 2016 and beyond In 2015 there were a significant volume of deals, both in number and value. Strategic buyers and private equity buyers both participated, which led to very high valuations. It will be interesting to see if in 2016 the middle market space, in particular, will continue pace with 2015, given such high valuations. Transaction Repor t THEODORE E. CORNELL I I I Par t ner a t Seyfar th Shaw WINNER: Tel: +1 (312) 460-5907 | Email: tcornell@seyfarth.com Q Q Q Q Q