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About George Johnathan Nemphos

George Johnathan Nemphos is a lawyer practicing corporate finance, corporate and business law, mergers & acquisitions law and 6 other areas of law. George received a B.S. degree from Boston University in 1991, and has been licensed for 32 years. George practices in Baltimore, MD.

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Services

Areas of Law

  • Corporate Law 1
    • Corporate Finance
  • Taxation
  • Investments 1
    • Venture Capital
  • Other 6
    • Corporate and Business Law
    • Mergers & Acquisitions Law
    • Private Equity Law
    • Securities Law
    • Securities Offerings
    • Contracts & Agreements

Practice Details

  • Representative Cases & Transactions
    Cases
    Representative Matters
    Represented Brace Industrial Group L.P., a Houston-based industrial services roll-up, in its acquisition of Basic Industries, LLC, an industrial services company, for approximately $33 million. Represented a Virginia IT staffing
    consulting company in connection with a two-step transaction involving a corporate restructuring in which the company contributed substantial amounts of its assets
    liabilities to a Delaware limited liability company, which simultaneously sold its preferred units to a third party investor for $20 million. Represented Gemini Partners, Inc.
    its affiliate, Lynx Capital, LLC, in a merger-of-equals transaction with Redwood Capital Group. Represented Salar, Inc. in the sale of 100 percent of its outst
    ing equity securities in a reverse triangular merger to Salar Acquisition Corp., a wholly owned subsidiary of Transcend Services, Inc. (NASDAQ:TRCR), for $11 million cash. Represented numerous private equity groups, venture capital groups
    hedge funds, assisting them with financing
    fundraising transactions cumulatively valued at more than $1 billion. Acted as counsel to private equity groups
    companies seeking private equity financing for mergers, acquisitions
    company operations in a wide variety of industries, including: healthcare
    biotech
    fiber-optic technology
    wireless technology
    industrial services
    consumer products
    restaurants
    retail

    athletic apparel. Formed venture funds
    private equity groups for investor clients, drafting documents relating to fund structure
    organization, management services agreements, employment agreements
    private placement memos. Acted as counsel to investors who purchased industrial services company, Atlantic Scaffolding Company. Structured
    negotiated acquisition agreements valued at more than $40 million. Then structured company
    provided counsel regarding acquisitions of other scaffolding companies. Within 3.5 years, assisted in the sale of the exp
    ed conglomerate for $257 million, solving union workforce issues, structured issues, supplier
    customer issues
    financing issues. Represented Yorkshire Global Restaurant Corporation in the sale of more than $300 million in assets associated with operations of Long John Silver's Restaurants
    A&W Restaurants. Solved issues related to franchise disputes, protected franchise areas, employment matters, l
    lord consents, real estate conveyancing, environmental matters
    other obstacles to transfer. Represented investors in structuring merger of two companies in the fiber-optic technology industry. Merged the two companies into one named Covega Corporation. Then assisted company through several rounds of venture financing to facilitate growth. Negotiated deals with customers, suppliers
    manufacturers. Completed a stock-for-stock swap to secure private equity financing valued at more than $40 million. Represented venture capital funds in a wide variety of fundraising transactions for companies seeking anywhere from $1.5 million to $40 million of seed capital or seasoned stage financing. Successfully completed several venture capital financings for start-up
    early stage companies engaged in providing content for mobile phone users. Successfully completed early-stage financing for investors engaged in producing technology for mobile phone ordering of take-out food from restaurants. Represented investors in optics company, NexTone Communications, in merger negotiations with ReefNet, successfully concluding a $50 million acquisition. Represented early-stage companies that developed firewalls
    security systems for highly sensitive mobile technology users, such as police departments
    the Department of Defense. Negotiated numerous associated government contracts. Represented a telemedicine technology company, Bisicu, in successful public offering that raised more than $110 million. Acted as counsel to a variety of parties in multiple industries who were involved in Private Investment Public Equity (PIPE) transactions.

Experience

  • Bar Admission & Memberships
    Admissions
    1994, Maryland
    Memberships

    Professional Activities

    •Maryland Bar Association
    •American Bar Association
    Law360Editorial Advisory Board
    - Corporate Finance Section, 2010

    Board Memberships

    •University of Baltimore Foundation
    •Economic Alliance of Greater Baltimore
    - Board Member
    •Downtown Partnership, Baltimore
    - Board Member
    •Mid-Atlantic Venture Association
    - Board Member and Counsel
    •FashInvest
    - Board Member and Counsel
    •Greater Baltimore Technology Council
    - Board Member, 2005-Present, and Of Counsel, 2005-2010
    •Early Stage East
    - Board Member and Vice Chairman, 2007-2010
    •Emerging Technology Center
    - Board Member, 2007-2011

  • Education & Certifications
    Law School
    Georgetown University Law Center
    Class of 1996
    LL.M.

    University of Baltimore School of Law
    Class of 1994
    J.D.
    magna cum laude
    Other Education
    Boston University
    Class of 1991
    B.S.

George Johnathan Nemphos

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Ste 2000Baltimore, MD 21202U.S.A.

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