Scott is a corporate transactional attorney with more than 20 years of broad legal and business experience within law firms, companies and private practice. Scott has significant experience advising individuals, and both privately held and publicly traded domestic and international companies in connection with various routine and complex commercial transactions and legal and business matters, including merger and acquisition transactions, joint ventures and strategic alliances, debt and equity financings, corporate formation, organization and governance matters, due diligence and various other matters relating to the development, negotiation and implementation of various business and legal strategies and solutions throughout a client's complete life cycle.
Scott's representative transactions have included
drafting, reviewing and negotiating, among other things: asset/stock purchase
agreements; merger, joint venture and strategic alliance agreements;
shareholder/operating/partnership agreements; private placement memorandums;
funding/contribution agreements; placement agency agreements; broker
agreements; employment/independent contractor agreements; licensing agreements;
SaaS agreements; development agreements; vendor agreements; reseller
agreements; consulting agreements; supply/distribution agreements; service
agreements; equity incentive plans; commercial leases; franchise agreements;
loan and security agreements; protective covenant agreements (non-competition, non-solicitation,
confidentiality, work-for-hire, invention assignment, etc.); NDAs; term sheets,
LOIs and MOUs; and various other corporate and transactional agreements. (See list of representative transactions)
Scott grew up in Atlanta, Georgia and graduated
from Woodward Academy prior to attending The University of Georgia where he
received a degree in Economics. Scott received his law degree from Mercer
University School of Law in Macon, Georgia. Scott lives in Brookhaven with his
wife, Courtney, and their daughters Grayton and Sailor.
Admissions
- Georgia
Education
- Mercer University School of Law, J.D.
- The University of Georgia, B.A., Economics
Professional Memberships
- State Bar of Georgia
Representative Transactions
• Lead counsel in the representation of a $17M
privately held drilling and rock blasting company in connection with the
acquisition by a strategic buyer of its full equity in exchange for cash.
• Lead counsel in the representation of the
leading school fundraising company in the United States in connection with its
purchase of the assets of some of its competitors.
• Lead counsel in the representation of a
promotional products company in connection with the sale of substantially all
of its assets to a publicly traded company in exchange for cash and equity.
• Lead counsel in the representation of a
privately held $36M software company in connection with the acquisition by a
private equity firm of its full equity in exchange for cash and rollover equity.
• Lead counsel in the representation of a
privately held engineering company with a $90M roll-up of multiple companies in
exchange for cash and rollover equity.
• Lead counsel in the representation of a $35
million privately held manufacturing company in connection with the acquisition
by a private equity firm of all of its equity in exchange for cash and rollover
equity.
• Lead counsel in the representation of a
retail chain in the sale of substantially all of its assets to a $3 billion
publicly traded company in China.
• Lead counsel in the representation of
multiple HVAC commercial services companies in connection with the sales of
substantially all of their assets in exchange for cash and equity.
• Representation
of several private corporations in connection with raising capital, private
placements, the issuance and sale of stock and the formation of various
strategic alliances.
• Representation
of various wealthy individuals and family trusts in connection with the
structuring and implementation of various family office operations.
• Lead counsel in the representation of a large
investment management firm in connection with negotiating placement agency
agreements with respect to raising several hundred million dollars through
various private placement offerings.
• Representation of a $50 million privately
held manufacturing company in connection with the acquisition by a strategic
buyer in exchange for cash.
• Lead counsel in the representation of a
multi-million dollar privately held services company in connection with its
acquisition by a private equity firm in exchange for cash, debt and warrants.
• Lead counsel in the representation of
multiple technology and software companies in connection with various
software-as-a-service (SaaS), license, OEM and distribution, value-added
reseller (VARs), development and professional services agreements.
• Representation of a privately held company in
connection with its formation of, ownership in and management of a multi-million-dollar
international joint venture within the global bio-fuel market (initially within
Latin America and Africa).
• Representation of a publicly traded company
in connection with the restructure of a billion-dollar international joint
venture in the Philippines.
• Representation of a publicly traded
technology company in connection with the formation, development and
implementation of a billion-dollar international joint venture with News
Corporation.
• Representation of a publicly traded company
in connection with the purchase, by a Philippine subsidiary, of all the issued
and outstanding preferred shares of a BVI international business company; value
of the preferred shares $141 million.
• Representation of a privately held company in
connection with its proposed multi-million-dollar investment in a sugar cane
based ethanol production project in the Dominican Republic and the formation of
an international joint venture with respect thereto.
• Representation of a publicly traded company
in connection with its, and its wholly owned U.S. and Canadian subsidiaries,
emergence from bankruptcy and its reorganization and reincorporation pursuant
to its chapter 11 plan of reorganization.