Banking & Finance

Mary Kay Gaver

April 5, 2022 by Hoppel Design

Mary Kay Gaver

Partner – Business Department

Mary Kay Gaver is a Partner in MacElree Harvey’s Business Department, where she represents clients in a broad range of real estate, lending, and commercial transactions. Mary Kay has extensive experience advising businesses, financial institutions, and nonprofit organizations, Mary Kay provides practical and strategic counsel designed to help clients achieve their goals efficiently and effectively.

Her practice spans all aspects of banking and finance law, business law, mergers and acquisitions, transition planning for closely held businesses, nonprofit governance and real property law. She regularly assists clients with entity formation, contract negotiation, financing arrangements, and in the purchase, sale, development and leasing of commercial properties.

Mary Kay joined the firm in 2016, bringing with her a deep understanding of both the business and legal considerations that drive successful transactions.

PRACTICE AREAS

Banking & Finance Law

Business and Corporate Law

Mergers & Acquisitions

Nonprofits and Charitable Organizations

Real Estate

Real Estate & Land Use Law

OFFICES

Kennett Square, PA

West Chester, PA

ADMISSIONS

Pennsylvania
Maryland

EDUCATION

University of Maryland School of Law
Loyola University of Maryland, B.A. in Political Science

ARTICLES

New Guidelines on Payroll Protection Plan (PPP) Loan Forgiveness

SBA Loans Deferments

AWARDS

Matthew C. Cooper

December 18, 2020 by Hoppel Design

Matthew C. Cooper

Partner – Business and Corporate Law

Email Matthew C. Cooper

Matthew Cooper is a corporate attorney focused on small- to mid-market mergers and acquisitions, representing buyers and sellers across a wide range of industries throughout the Mid-Atlantic. He regularly advises business owners on sell-side transactions involving both private equity-backed and strategic buyers, and he also represents financial and strategic buyers in acquisitions, roll-ups, and growth-driven transactions.

In addition to M&A, Matthew serves as outside general counsel to closely-held and middle-market companies, advising on entity formation, contract drafting and negotiation, governance, buy-sell agreements, and business disputes. Clients rely on Matthew for clear, commercially-grounded advice that keeps transactions moving, identifies issues early, and manages risk without slowing deal momentum. He is viewed as a pragmatic business advisor to many companies in the region.

Matthew also maintains a niche practice in private securities offerings, advising private companies on capital raises under Regulation D with an emphasis on compliance and efficiency.

Matthew began his career at an AmLaw 100 firm in Washington, D.C., where he represented Fortune 500 companies and private equity clients in complex corporate and securities matters. He brings that large-firm transactional experience to entrepreneurs and middle-market businesses with a clear goal: delivering sound judgment and getting deals done on the right terms and on his clients’ timelines.

Notable Representations

Mergers & Acquisitions

Represented, as securities counsel, NYSE-listed client in its $2.7 billion sale (cash and stock consideration) to another NYSE-listed company; securities registered on Form S-4.
Represented NYSE-listed and Fortune 100 client in its $62 million purchase of an equity ownership percentage in a leading media streaming company.
Represented environmental consulting/remediation Seller in $48 million sale of equity (cash and rollover equity consideration) to private equity firm (F-Reorganization).
Represented Seller in $42.5 million asset sale of industry leader’s pool/spa products and chemicals business.
Represented Chester County-based robotics company in $25 million international stock acquisition to a publicly-traded Korean corporation.

Business/Commercial Lending Transactions

Represented bank in their $10.25 million asset-based loan secured by three separate state mortgages to finance the construction and installation of a geothermal energy facility.
Represented local mushroom company in $7.5 million convertible loan to essential peat/spawn industry supplier.
Represented, as securities counsel, OTC-listed client in their Chapter 11 bankruptcy and accompanying $6.7 million asset sale and winding-down process.
Represented OTC-listed client in a restructuring transaction providing for the satisfaction and extinguishment of debt obligations under an existing Credit Agreement and providing for the issuance of $3 million in new capital.

Securities & Private Placements

Represented NASDAQ-listed client, as lead counsel to the issuer, in its $375 million Rule 144A/Regulation S offering of senior notes and related guarantees from certain subsidiaries.
Represented 501(c)(3) corporation in its borrowing of $163 million in sustainability bonds to fundraise the construction, development, and implementation of new and existing structural improvements to one of the country’s premier horticultural display gardens.
Represented OTC-listed client in obtaining $20 million equity line of credit with securities registered on Form S-1.
Represented private fund client in its $25 million offering of subscription units for fund’s targeted investments in one of the U.S. Treasury Department’s Qualified Opportunity Zones with a focus on start-up businesses in the internet infrastructure, cellular coverage, and green technology spaces.
Represented Chester County distillery in $1.5 million private placement of securities to accredited investors.
Represented Chester County distillery in its $1.2 million private placement offering of securities under Regulation Crowdfunding.
Represented Philadelphia-based coffee roastery in $2 million private placement of securities to accredited and non-accredited investors; preparation of Private Placement Memorandum.