Rimon

Brian Keeler

Partner

Private Equity, Mergers and Acquisitions, Corporate and Business Transactions
Boston

EDUCATION

Boston University School of Law

Juris Doctor, Magna Cum Laude

State University of New York at Albany

Master of Science

Siena College

Bachelor of Business Administration, Magna Cum Laude

Siena College

Bachelor of Arts

PREVIOUS EXPERIENCE

  • Morgan Lewis & Bockius LLP, Partner
  • Clerkship to Chief Justice Edward F. Hennessey of the Massachusetts Supreme Judicial Court (1987 – 1988)

    ADMISSIONS

  • State of New York
  • Commonwealth of Massachusetts

Brian Keeler has more than 35 years of experience structuring, negotiating, and documenting complex corporate and commercial transactions, including mergers and acquisitions, private equity, and equity investment transactions. He has substantial experience in the use of representations-and-warranties insurance, having advised clients on more than 180 insured M&A transactions ranging from less than $10 million to more than $7 billion.

Both in the course of his transactional practice and on a standalone basis, Brian regularly represents senior management executives in negotiating and documenting their employment, equity rollover, and incentive equity arrangements with private equity-backed and other companies, including portfolio companies of Baring Private Equity, Bertram Capital, Clairvest, Invictus Growth Capital, SignalFire, and Warburg Pincus.

Previously, Brian served as a law clerk to the Honorable Edward F. Hennessey, Chief Justice of the Supreme Judicial Court of Massachusetts. He is also a Certified Public Accountant.

Before joining Rimon, Brian was a partner in the corporate practice group of another international law firm.

Representative Transactions

Sales to Private Equity Buyers

  • The Apple Montessori Schools group in its sale to Spanos Barber Jesse (retail – education)
  • Argyle Executive Forum in its sale to The Wicks Group of Companies (retail – events)
  • ASPEQ Heating Group in its sale to Industrial Growth Partners (manufacturing – heating equipment)
  • Blue Bell Mattress Company in its sale to Longroad Asset Management (the M&A Advisor/ACG NY “Leveraged Buyout of the Year”) (manufacturing/wholesale – mattresses)
  • California Family Fitness in its sale to Perpetual Capital Partners (retail – health clubs)
  • The Decks & Docks group of companies in its sale to CCMP Growth Partners. (distribution – lumber and marine products)
  • Guardian Capital Partners and its portfolio company Cosmic Pet in the sale of Cosmic Pet to Platinum Equity (distribution – pet products)
  • Jordan’s Furniture in its sale to Berkshire Hathaway (retail – home furnishings)
  • Lovell Minnick Partners and its portfolio company Inside Real Estate in an investment in IRE by Genstar Capital (technology – software)
  • Mountain Land Physical Therapy in an investment by Clairvest (healthcare)
  • NEFCO in its sale to Bertram Capital (distribution – construction supplies)
  • Westminster Pet Products in its sale to AUA Private Equity Partners (distribution – pet products)
  • The Rizing Group of companies in its sale to One Equity Partners (technology – software)
  • RoweCom in its sale to Divine (technology – software)
  • Specialty Coating Systems in its sale to Berwind (The Deal’s 2008 “Deal of the Year”) (manufacturing – chemical products)
  • The Wicks Group of Companies and its portfolio company Gordian Group in the sale of Gordian to Warburg Pincus
  • The Wicks Group of Companies/Northstar Travel Media in the sale of Northstar to Wasserstein Partners (technology – software)

Sales to Strategic Buyers

  • Agero in the sale of its connected-vehicle business to Sirius XM Radio (technology – telematics)
  • Amicas in its sale to VitalWorks (which then changed its name to Amicas) (technology – healthcare)
  • Aptis Communications in its sale to Nortel (technology – telecommunications)
  • Birken Manufacturing in its sale to Enjet Aero (manufacturing – aviation)
  • Celect in its sale to NIKE (technology – software)
  • Crystal Rock Spring Water Company in its sale to Vermont Pure Holdings  (which then changed its name to Crystal Rock) (wholesale – spring water)
  • Delta F Holding Corporation in its sale to Spectris plc
  • FounderMade in its sale to Tarsus Group (retail – events)
  • Glass Egg Digital Media in its sale to Virtuos Holdings Pte. Ltd. (technology – software)
  • Harmonix in its sale to Terabeam (technology – telecommunications)
  • Kewill Systems in the sale of its ERP software division to Exact Holding (technology – software)
  • LeCroy Corporation in its sale to Teledyne Technologies (technology – hardware)
  • MedVentive in its sale to McKesson (technology – software)
  • Mercom Systems in its sale to Verint Systems (technology – hardware and software)
  • Pulver.com Inc. in the sale of its “Voice on the Net” conference event to Key3Media Group (retail – events)
  • Smith & Wollensky Restaurant Group in its sale to Danu Partners (retail – steakhouse restaurants)
  • The independent directors of the Strong Mutual Funds in the merger of the Strong Mutual Funds into the Wells Fargo Mutual Funds (investment management – mutual funds)
  • Sunbrite TV in its sale to SnapAV (technology – audiovisual equipment)
  • Taos Mountain in its sale to IBM (technology – software)
  • VoiceSignal Technologies in its sale to Nuance Communications (technology – software)
  • The Wicks Group of Companies and its portfolio company Manifest in the sale of Manifest to ARS Advertising

Buy-Side Private Equity Transactions

  • AIG Highstar Capital in its equity and sub debt investments in a natural gas storage facility (energy)
  • General Electric Capital Corporation (GECC) in its investment in an electric power plant (energy)
  • Heritage Partners in its purchases of Klearfold and 20th Century Plastics (manufacturing)
  • MatlinPatterson Global Opportunities Partners and SISU Capital in their purchase of The Vantico Group (distribution – chemicals)
  • Platinum Equity in its purchases of American Racing Equipment, Precision Flamecutting and Steel, and Sugar Steel (manufacturing – aluminum and steel products)
  • The Wicks Group of Companies in its purchases of Northstar Travel Media (technology – travel-related services); McMurry, The Magazine Group, and Manifest Digital (content marketing), Bisnow (retail – events); and Invo Healthcare (healthcare)

Buy-Side Strategic-Buyer Transactions

  • Heilind Electronics in its purchases of Arconix USA, Thompson Electronics, Interstate Connecting Components, and TREK Connect (distribution – electronics)
  • Robert K. Kraft in his purchase of the New England Patriots NFL football team (sports)
  • NEFCO in its purchase of Newman Associates (distribution – construction supplies)
  • Newbridge Networks in its equity investment in Northchurch Communications (technology – telecommunications)
  • Wendy’s International Inc. and its Tim Hortons subsidiary in the purchase of the Bess Eaton Donut chain (retail – donut/coffee shops)

Publications

  • “Representations and Warranties Insurance in M&A Transactions,” Bloomberg Law, March 2020
  • “BNA Insights: Representations and Warranties Insurance in M&A Transactions,” Bloomberg BNA, September 19, 2016

Awards and Recognition

  • Trustee of the Social Law Library – Boston

EDUCATION

Boston University School of Law

Juris Doctor, Magna Cum Laude

State University of New York at Albany

Master of Science

Siena College

Bachelor of Business Administration, Magna Cum Laude

Siena College

Bachelor of Arts

PREVIOUS EXPERIENCE

  • Morgan Lewis & Bockius LLP, Partner
  • Clerkship to Chief Justice Edward F. Hennessey of the Massachusetts Supreme Judicial Court (1987 – 1988)

    ADMISSIONS

  • State of New York
  • Commonwealth of Massachusetts