Dean S. Nordlinger

Biography

Dean Nordlinger has more than 20 years of experience representing small and medium-sized privately held companies, closely held businesses, private equity firms, and entrepreneurs across various industries, including government contracting, media and communications, information technology, and manufacturing. He regularly represents clients on business and corporate matters in all phases of their business lifecycle—from start-up to sale of the company.

Dean has extensive experience representing clients as buyers and sellers on mergers, stock and asset acquisitions and sales, management buyouts, spin-offs, joint ventures and other strategic transactions, and debt and equity financing transactions. He also advises clients on a variety of other business and corporate matters, including entity formation, ownership structure, operating agreements, shareholders agreements, employee incentive compensation plans, non-compete agreements, loan transactions, and succession planning.

Experience

  • Represented a government contractor-buyer in a series of equity acquisitions of companies to expand the buyer’s capabilities and service offerings in the federal market place.
  • Represented a government contractor-buyer in connection with a strategic “tuck in” acquisition, including an earn-out and non-competition/non-solicitation agreements.
  • Represented a government contractor-buyer in its strategic investment in a service-disabled, veteran-owned business.
  • Represented a government contractor (and 50 percent of owner)-buyer in connection with the buy-out of the other 50 percent owner.
  • Represented a government contractor in connection with a management buy-in transaction, including a corporate restructure and debt financing.
  • Represented a team of senior executives in their management buy-out of a consulting services firm.
  • Represented a team of senior executives in their management buy-out of a construction company.
  • Represented the founders of an emerging growth company in connection with a capital raise transaction and start-up of a food and beverage company.
  • Represented a building automation systems company and its owners in a sale of company transaction to an industry competitor-buyer, involving a corporate restructuring and rollover equity for the owners in the buyer and non-competition/non-solicitation agreements.
  • Represented a diversified engineering services company-seller in its divestiture of a subsidiary specializing in automated engineering services to an industry consolidator.
  • Represented a wealth management firm and its owners in the sale of a company transaction to an industry competitor-buyer, involving a corporate restructuring and rollover equity for the owners in the buyer.
  • Represented a government contractor (and its owners)-seller in a roll-up transaction to a private equity platform company.
  • Represented a government contractor-seller in a sale of company transaction to a private equity platform company, including an earn-out and non-competition/non-solicitation agreements and post-sale employment agreement for the owner of the seller.
  • Represented a government contractor-seller in the divestiture of its military information technology healthcare business to a private equity platform company, including transition services and intellectual property licensing agreements as well as an earn-out and non-competition/non-solicitation agreements.

Recognitions

  • 2017–2019, Business/Corporate, Washington, D.C., listed in Super Lawyers

Affiliations

Memberships

  • American Bar Association
  • District of Columbia Bar Association
  • Virginia Bar Association
Professional Activities

Dean serves as a member of both the D.C. Chapter of the Association for Corporate Growth and the Mergers & Acquisitions Committee of the American Bar Association.

Credentials

Admissions

  • District of Columbia
  • Virginia

Education

  • Georgetown University Law Center, JD
  • University of San Diego, MBA
  • University of Michigan, BA, cum laude