Arthur H. Lundberg

Partner

Cleveland
T +1.216.861.7695
F +1.216.696.0740

Overview

Art Lundberg primarily counsels privately held and middle-market companies, advising them on and assisting them with their corporate governance issues, acquisitions and divestitures, capital structuring needs, joint venture and other equity investments, and overall commercial issues. He provides creative and solution-based counsel that often results in proposing, negotiating and implementing nontraditional mergers and acquisitions (M&A) structures and other commercial arrangements. He serves clients in various retail and manufacturing spaces, including the automotive industry.

Select Experience

Mergers and Acquisitions
  • Led the private-equity-sponsored acquisition of a division of an international semiconductor company operating within a shared real estate site that involved negotiating a complex capital structure, staged closings, and both transitional and long-term services necessary to allow the portfolio company to operate on a stand-alone basis. Led day-to-day representation of the portfolio company (including sale leasebacks of facilities, capital restructurings, joint development agreements, add-on acquisitions and divestitures) through the final disposition of a private equity investment to a foreign strategic buyer.
Strategic Partnerships
  • Successfully guided a client through the difficult renegotiation of a joint venture proposal that would have resulted in the client selling half of its business on unacceptable terms to the client. Restructured the transaction into a long-term distribution agreement with rebate pricing that resulted in the client being able to sell 100 percent of its business at substantially greater returns than would have been available under the joint venture structure.
Unique Non-M&A Matters
  • Counseled a regional accounting firm through a lengthy and protracted dispute with a subsidiary of H&R Block in connection with a number of legal issues that arose from a client being part of an "alternative practice structure." The regional accounting firm ultimately reacquired its entire practice in settled litigation.
Customer/Supplier/Software/IT/Logistical Relationships
  • Advises and negotiates long-term contracts with OEM and tier 1 automotive suppliers.

More »

Experience

Mergers and Acquisitions
  • Led the private-equity-sponsored acquisition of a division of an international semiconductor company operating within a shared real estate site that involved negotiating a complex capital structure, staged closings, and both transitional and long-term services necessary to allow the portfolio company to operate on a stand-alone basis. Led day-to-day representation of the portfolio company (including sale leasebacks of facilities, capital restructurings, joint development agreements, add-on acquisitions and divestitures) through the final disposition of a private equity investment to a foreign strategic buyer.
  • Led an automotive client in a critical equity restructuring effort that deferred the full sale of the business and relieved debt pressure on the balance sheet. Negotiated the recapture of equity for existing shareholders based on future performance that ultimately resulted in successful returns to that shareholder group upon eventual exit to that shareholder group.
  • Assisted a client that manufactures and sells replacement windows and doors in the acquisition of a competitor. Successfully counseled the client through an attempted auction process that made the client an attractive suitor when a bank forced the owner's business into receivership. Worked through complex issues with the senior lender and receiver to the target company. Navigated through unions and multi-employer pension issues to avoid successor liability issues. The client ultimately acquired the competitor debt-free at a modest price in excess of liquidation value.
  • Led the redemption of a quasi-institutional/strategic partner in a limited liability company that involved complex corporate and tax structuring as well as senior debt financing and nontraditional sub-debt financing from an existing supplier located in a foreign country.
  • Led the acquisition of a fly fishing products business sold as an "orphan business" of 3M. Counseled the client through the "auction led" selling process with a large public company and an investment bank. Also led the immediate disposition of a sub-set of those fly fishing products to a new buyer.
  • Structured the acquisition of an insolvent company outside bankruptcy, state receivership or Uniform Commercial Code sale protections. Successfully avoided or managed acceptable outcomes on successor liability claims from unpaid vendors of the target.
  • Assisted an equipment leasing company in a first-stage securitization restructuring with a warehouse line of credit and an equity investment from Morgan Stanley.
  • Assisted a client in the acquisition of a resort in Northern Michigan from two banks. Assisted the client in developing a new, complex "waterfall" for new equity contributions from existing partners.
Strategic Partnerships
  • Successfully guided a client through the difficult renegotiation of a joint venture proposal that would have resulted in the client selling half of its business on unacceptable terms to the client. Restructured the transaction into a long-term distribution agreement with rebate pricing that resulted in the client being able to sell 100 percent of its business at substantially greater returns than would have been available under the joint venture structure.
  • Negotiated co-brand credit card and private-label credit card agreements for retail clients to help drive business with their respective customer bases. Counseled clients on privacy issues, potential loss of control over customer communications by the issuing bank and attenuated risks with regard to the clients' brand names.
  • Primary architect of a master collaboration agreement between two nationally recognized healthcare providers involving various committees but no "formal voting" procedures.
  • Negotiated and developed complex contract manufacturing agreements for "fillers" of health and personal care products.
Unique Non-M&A Matters
  • Counseled a regional accounting firm through a lengthy and protracted dispute with a subsidiary of H&R Block in connection with a number of legal issues that arose from a client being part of an "alternative practice structure." The regional accounting firm ultimately reacquired its entire practice in settled litigation.
  • Assisted a client in avoiding a "disguised sale" of economic interests through complex fee-sharing arrangements embedded in an Exclusive Engagement Agreement with a financial intermediary.
  • Advised and assisted in evaluating a family-owned business transitioning between second- and third-generation ownership on whether to convert from a C corporation to a limited liability company in connection with a planned merger with a public company.
  • Assisted with various corporate and transactional needs in connection with the Fair Finance bankruptcy, involving debtor's investments in a web of private companies and two publicly traded companies.
  • Counseled a leading original equipment manufacturer (OEM) automotive supplier of timing systems through issues arising from the GM bankruptcy. Leveraged payment terms with "further assurance" letters and successfully retained the business.
Customer/Supplier/Software/IT/Logistical Relationships
  • Advises and negotiates long-term contracts with OEM and tier 1 automotive suppliers.
  • Advises on a variety of customer/supplier/distributor agreements in automotive (including aftermarket), retail and various manufacturing spaces.
  • Negotiates software (both cloud and stand-alone) solutions for various clients.

Recognitions and Memberships

Memberships

  • American Bar Association
  • Ohio Bar Association
  • Cleveland Metropolitan Bar Association

Community

  • Citizens Leadership Academy: Board Member

Admissions

  • Ohio, 1994

Education

  • J.D., Case Western Reserve University School of Law, 1994, summa cum laude; Order of the Coif
  • B.S., Boston College, 1988