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Client Success

All in the Family: Complex Sale of a Regional Waste Management Company

June 1, 2021

For many years, Maslon provided strategic legal counsel—particularly for its employment and labor law matters—to Randy’s Environmental Services, a mid-sized, leading family owned and operated waste management company in the Midwest. Leaning on their trusted relationship with Maslon, the family owners reached out to Partner Howard Tarkow (now retired) for employment-related advice regarding a possible sale to Republic Services.

Howard recommended that the family also consult with Maslon Partner Terri Krivosha, an experienced mergers and acquisitions lawyer, who quickly won the confidence of the family and led the sale process. Terri brought in a skilled team of Maslon attorneys, including Howard, to negotiate the purchase agreement and related matters, and ultimately finalize the acquisition.

The core Maslon deal team consisted of Adam Duerr, Susan Markey, Howard Tarkow, and Max Schramm. They worked with Terri to advise the family members and assist them in completing the complex deal, which included two tax-driven reorganizations prior to the closing and required approval by the U.S. Department of Justice (DOJ) under the Hart-Scott-Rodino Act. The latter was a particular challenge, as the waste management industry is under scrutiny due to the trend of consolidation.

The company wanted to finalize the acquisition in 2020—which meant the Maslon team had to shift into overdrive. DOJ approval came without warning or notice in mid-October, which required drafting and finalizing hundreds of documents, schedules, and other exhibits. Attorneys and many additional staff worked around the clock to complete each step. This proved even more challenging in the midst of the COVID-19 pandemic, since all documents had to be signed virtually. Hundreds of documents were collated, coordinated, and sent via an online document signing system to the company's eight family members, three executives, and many employees. In the end, it was a seamless choreography, bringing all the pieces together under the deadline.

The family was extraordinarily grateful and pleased with the work. On the day of closing, Terri presented her famous chocolate chip cookies to the family—a fitting gesture for this sweet success.

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