Adam J. Agron Adam J. Agron

Adam J. Agron

Shareholder
aagron@bhfs.com
303.223.1134
Denver, Colorado

Previous Experience

Prior to attending law school, Adam worked in the mergers and acquisitions group of Wachtell Lipton Rosen & Katz in New York.

Prior to attending law school, Adam worked in the mergers and acquisitions group of Wachtell Lipton Rosen & Katz in New York.

Adam is the Co-Managing Partner of the firm and formerly was Co-Chair of the firm’s Corporate & Business Group.  He is also a member of the firm’s Executive Committee.

As a partner in the firm’s Corporate & Business Group, Adam represents private and public companies, private equity firms and entrepreneurs in a diverse set of transformative transactions ranging in size from less than $100 million to in excess of $1 billion, including mergers and acquisitions, debt and equity financings, leveraged and management buy-out transactions, recapitalizations, minority investments and joint ventures.  In addition, Adam provides strategic counsel to corporations and their boards of directors, special committees and senior management on corporate governance, operational execution, fiduciary duties and a variety of other corporate matters.

In addition to his work at Brownstein, Adam regularly teaches law at the University of Denver, Sturm College of Law and is involved with political campaigns and philanthropic endeavors across the United States.

Adam has been recognized as a leading lawyer by Chambers USA (2010 – 2014) and Thomson Reuters’ Colorado Super Lawyers (2009 – 2014) in the areas of corporate law and mergers and acquisitions law.

Representative Matters
  • Performed IP due diligence for clients relating to purchases of company, including establishing chain of ownership, evaluating coverage of applications, providing analysis of strength of acquired portfolio with respect to competitors and strategies for expansion of IP.

  • Represented PAS Technologies, Inc., a portfolio company of KRG Capital Partners, LLC, in the sale of its Irish industrial gas turbine subsidiary to Knox Capital Holdings, LLC, a private equity investment firm.

  • Represented Kroenke Sports & Entertainment, LLC in its acquisition of, and acquisition financing for, the Sportsman Channel and related properties from InterMedia Partners, LP.

  • Represented an affiliate of Lion Equity Partners, a Denver-based private equity firm, in its acquisition of Homes & Land, an integrated real estate media platform, providing local real estate information throughout the U.S. and parts of Canada.

  • Represented Victory Park Capital Advisors in the sale of its portfolio company, Global Employment Holdings, Inc., to TZP Group.

  • Brownstein represented Lion Equity Partners, through its affiliate, in its sale of its portfolio company Rockpoint Logistics.

  • Represented Victory Park Capital Advisors in the sale of its portfolio company, Ascent Aviation Services Corp., to LongueView Capital.

  • Brownstein represented Cross MediaWorks, Inc., a portfolio company of Clarion Capital Partners, in its sale to Lee Equity Partners, LLC.

  • Represented Fahrenheit IT Staffing and Consulting, a division of Global Employment Solutions, in its acquisition of Indecon Solutions, a premier IT staffing firm.

  • Represented PAS Technologies Inc. in a squeeze-out merger of PAS Tech Holdings, Inc. and recapitalization by KRG Capital Partners, AlpInvest and Pennant Park, with simultaneous restructure of syndicated senior credit facility, conversion of subordinated debt to equity and equity capital infusion.

  • Represented Bunker Mode, Inc., a San Francisco-based mobile application company, in a master restructuring and equity financing.

  • Represented an affiliate of Lion Equity Partners, a Denver-based private equity firm, in its acquisition of the international mail services division of Pitney Bowes, a leading provider of customer communication technologies.

  • Represented Silver Airways Corp. in add-on financing from Victory Park Capital.

  • Represented Victory Park Capital, a Chicago-based investment firm focused on providing direct financing to small and middle market companies across a variety of industries, in the amendment and restatement of financing agreements among certain of Victory Park's funds and each of Cranston LLC and SATV10 LLC, and the related issuance of senior secured notes and senior subordinated notes of each of Cranston LLC and SATV10 LLC.

  • Represented EMS USA, Inc. a pipeline operations and maintenance company, in the sale of its Leak Detection and Repair Division and its Analytics Division.

  • Represented Mobile Accord, Inc. in a Series C preferred stock financing.

  • Represented BroadHop, Inc. in a Series A-1 preferred stock financing from its existing venture capital investors and founders.

  • Restructured the equity ownership of Viking River Cruise Lines, the largest river cruise line company in the world.

  • Represented Lion Equity Partners, through its affiliate, in its acquisition of certain assets from Network Communications, Inc. (NCI). The acquisition included all print, digital assets and trademarks of the long standing real estate brands The Real Estate Book, Mature Living Choices, Senior Living Choices, New Home Finder, New Homes & Ideas and New Homes Journal, along with NCI's publication printing division and facilities. The business, which has been renamed NewPoint Media Group, is the largest publisher of local printed and online home-related magazines in the United States.

  • Represented Breakthrough Products, Inc. in their $3 million Series B equity financing.

  • Represented Victory Park Capital in its follow-on investment in Silver Airways.

  • Represented Spyglass Partners in its follow-on investment in Pneu-Logic Corp.

  • Leveraged dividend recapitalization of Cross MediaWorks, Inc. existing senior and subordinated indebtedness.

  • Represented Global Employment Holdings, Inc., a temporary staffing and professional employment organization, in its acquisition of an information technology staffing business located in Virginia.

  • Represented Tandem Select, Inc. in the sale of employment screening company to Sterling Infosystems

  • Represented Airborne Tactical Advantage Company, LLC, a flight training provider to the United States military, in connection with a debt and equity recapitalization.

  • Represented Four S Holdings LLC, a portfolio company of The Decatur Group and the largest franchisee of Sola Salons, in its recapitalization in partnership with John Chidsey, former Chairman and CEO of Burger King Corporation.

  • Represented Spyglass Capital Partners, LLC in its convertible debt and equity investment in Shadow Beverages and Snacks, an Arizona limited liability company, which manufactures private label beverages.

  • Represented Victory Park Capital Advisors, LLC in its $5 million high-yield alternative senior investment to an emerging gold and silver mining company with operations in Arizona and New Mexico.

  • Represented Spyglass Capital Partners, LLC in the formation of a hybrid private equity-venture fund focused on early stage debt and equity investments in the beverage and bottling technology sectors.

  • Represented Denver Agency Company, a national insurance company, in its sale of equity ownership in the company to a key employee.

  • Advised Victory Park Capital, LLC in connection with equity and debt financing transactions involving VPAA Co., the investment vehicle formed to purchase Gulfstream International Airlines.

  • Represented a NASDAQ-traded public company in a $40 million management-led going private merger transaction.

  • Represented PAS Technologies in its purchase of certain aviation technology product lines from Pratt & Whitney, and its entering into a 15-year agreement with the company.

  • Handled the negotiation and documentation of a senior credit facility, senior subordinated notes and the sale of equity interests to subordinated noteholders for a private equity investment firm working in the aerospace industry.

  • Represented BroadHop, Inc. in a transaction securing venture capital to provide additional Series A Financing.

  • Represented a private equity investment firm in its initial platform acquisition of a leading provider of innovative repairs and advanced coatings for the aerospace, industrial gas turbine and oil and gas industries from a private equity fund.

  • Represented Global Employment Solutions, Inc. in the sale of its professional employer organization business division to a financial buyer.

  • Represented Verecloud, Inc., a communications service provider, in its tri-party recapitalization.

  • Represented Temporary Placement Service, Inc., a staffing services company and subsidiary of Global Employment Holdings, Inc., in its acquisition of a temporary employment staffing business from firstPro, Inc.

  • Assisted Global Employment Holdings, Inc., in drafting and adopting an equity incentive plan and associated designation of a new class of preferred stock.

  • Represented ARC Investment Partners, LLC in the private placement of Convertible Secured Promissory Notes and Common Stock Purchase Warrants.

  • Completed the formation of an equity incentive plan for a food industry client which will ultimately transfer 33 percent of the company from the founders to key management.

  • Represented CyberArts Licensing, LLC, an interactive gaming platform provider located in San Francisco, in connection with the sale of 35 percent of its membership interests to Intralot Interactive.

  • Assisted Global Employment Holdings, Inc., a temporary staffing and professional employment organization, in 'going dark' and recapitalizing. In the process, Brownstein assisted this Denver-based public company in issuing shares of common stock, promissory notes and preferred stock, and amended a senior credit facility. The recapitalization included converting a senior term loan into subordinated debt, issuing new debt, converting a portion of existing subordinated debt into equity, amending and restating the terms of existing subordinated debt and converting existing preferred stock into common stock.

  • Represented BroadHop, a computer hardware and software company based in Denver, in obtaining venture capital financing from Boulder Ventures and Peninsula Ventures.

  • Represented a media company in the refinancing of its junior-level debt and in the sale of related equity.

  • Represented a public temporary staffing and professional employer organization in its recapitalization and going private transaction.

  • Completed a $75 million management led going-private merger transaction for Meadow Valley Corporation. The transaction included a management leveraged buy-out with a private equity sponsor.

  • Represented a public company in a "merger of equals" with a privately-held company. The transaction required registration of securities issued in the transaction with the SEC on form S-4 and shareholder approval.

  • Represented a media company in its simultaneous $98 million asset and stock acquisitions of two media companies. The transaction included installation of a senior credit facility and a subordinated loan.

  • Represented a public company issuer in connection with its (i) merger with an operating company located in the People's Republic of China, (ii) simultaneous $8.5 million private placement of Series A Preferred Stock and Warrants, and (iii) subsequent public offering of securities issued in the private placement via a registration filed with the SEC. Brownstein assisted this client in establishing a market capitalization of approximately $250 million.

  • Represented a retail client in its $24 million asset sale to Alpine Investors III, LP.

  • Represented an electronics distributor in its $66 million asset sale to Arrow Electronics, Inc.

  • Represented an electronics distributor in a financing deal involving $74 million in combined financing, acquisition and debt vehicles.

  • Represented Global Employment Holdings, Inc. in a $120 million recapitalization and public shell merger.

News, Events & Insights
Community

Board Member and Counsel, Denver International Sports and Olympic Bid Committee

Board Member, Jewish Family Service of Colorado

Council Member, American Israel Public Affairs Committee (AIPAC)

Education
  • J.D., 1998, with highest honors, University of Denver Sturm College of Law
  • B.A., 1994, University of Colorado at Boulder
  • 1993, London School of Economics
Bar Admissions

Bar Admissions

  • Colorado, 1998
Recognition

Chambers USA, 2010-2014

Colorado Super Lawyers, 2012-2014

Governor John Hickenlooper Finance Committee, 2013-2014

U.S. Senator Mark Udall Finance Committee, 2013-2014

U.S. Senator Michael Bennet Finance Committee, 2013

Colorado Super Lawyers, Rising Star, 2009-2011

Colorado Statesman’s 50 For the Future, 2007

Denver Business Journal’s Forty Under 40, 2004

Leadership Denver, Class of 2002

Editor, Denver University Law Review, 1997-1998

Membership

American Bar Association

Colorado Bar Association

Denver Bar Association

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