| Practice Description: |
Gerald Haberkorn has developed an unusually comprehensive practice that serves business clients and professional service partnerships unusually well. Where most lawyers select one specific area of the law as their focus, Jerry provides what some clients define as "full circle" representation. He has purposefully cultivated considerable experience on "both sides" of a law practice - leading clients in the origination, negotiation and execution of all manner of transactions while maintaining a trial practice where he attacks or defends, modifies or nullifies those same types of deals. Despite the difficulties of balancing the two diverse practice disciplines, Jerry contends "doing one vastly improves his skill in doing the other." He provides counsel and advice in the entirety of the business: corporate governance, commercial transactions, insurance, trade secrets, intellectual asset infringement, finance, securities and cases involving breach of representation. He represents and counsels national publicly traded and privately held companies, bank, insurers, entrepreneurs, business partnerships and professional service limited liability corporations and partnerships in transactions and professional liability defense. The dissolution of partnerships, and the resolution of conflicting claims of malfeasance among the partners, as well as defense of malpractice and negligence are areas of particular strength. A solid foundation for the successful litigation of complex domestic and international commercial transactions - and a sufficiently entrepreneurial approach to the practice to place him as a finalist in Fast Company magazine's 2005 "Fast 50", as one of the U.S.'s "high impact legal leaders."
Notable Cases and Results:
Negotiated a stock purchase agreement for a portion controlled frozen meat company with $100 million in annual sales and prepared corporate authorization documents to affect the stock purchase between majority shareholders. In addition, he represented the corporation in closing of the stock purchase agreement while simultaneously sourcing and acquiring a new $30 million credit facility. To complete the transaction, he assisted the new majority shareholder in successfully transitioning new officers and plant level management without interruption to business flow.
Negotiation of new $30 million credit facility included three separate facilities to further the expansion of business as well as fund a portion of the stock purchase. Loan terms included revolving credit facility, term obligations and mortgage loans. Jerry's team prepared all necessary documentation to effectuate the new facility while retiring two existing smaller facilities. Transaction documents prepared included three loan and security agreements, personal and corporate guarantees, numerous patent, trademark and license agreements, term notes, stock and note pledge agreements as well as director and shareholder resolutions, affidavits of officers and legal opinions of the firm as they related to the transaction.
Represented business buyers and sellers in six major transactions in 2004. These transactions included the representation of metal plating finishing companies, a health care provider, commercial suppliers and a portion controlled meat company. Together, these companies achieved annual sales in excess of $300 million. For these transactions, our attorneys successfully sourced and obtained new credit facilities nationwide with an aggregate value of over $100 million.
Represented a leading manufacturer and marketer of commercial and industrial wire and cab cables in the purchase of the assets of a California-based competitor, a subsidiary of a large multinational Japanese company. The all cash acquisition successfully closed after our attorneys resolved all legal aspects of the transaction for the buyer, which included negotiating and drafting the purchase and financing documentation and establishing a new legal entity for the combined company.
Represented a long time industry innovator in the all-natural chicken products industry, in the acquisition of a Chicago landmark delicatessen and specialty food store. Typical of the type of service our attorneys provide, in this particular transaction, we not only provided the necessary legal support for conducting the due diligence, and preparing and negotiating the legal documentation with the seller, but also played a key role in finding and securing the financing necessary to fund the transaction.
We represented a growing short line railroad holding company in acquiring in a single transaction two additional lines, one in Texas and one in Arizona. This $8 million deal involved assisting the client in negotiating the terms of the transaction, preparing and negotiating two sets of stock purchase agreements, loan and security agreements, and ancillary documents while conducting legal due diligence and compliance with applicable state and federal laws, all simultaneously.
Represented a U.K. company in structuring, negotiating and consummating an agreement to enable its U.S. subsidiary to acquire a subsidiary of a New England bank that provides specialized global financial services. Our representation included assisting the client in conducting and completing due diligence and negotiation and preparation of all required acquisition documentation.
Represented a U.S. food processing company in negotiating and closing a multimillion-dollar term loan facility. The loan is being used to finance the acquisition of fixtures and equipment to complete the build out of a state of the art food warehouse complex. Negotiations included balancing the interests of the client and a special purpose entity leasing the facility with the interests of the senior term lender, a subordinated secured debt holders and the landlord.
Represented a Canadian company and its U.S. subsidiaries in connection with the closing of a $50 million credit agreement by serving as the US counsel. Our representation included providing advice to the Canadian company on structuring its subsidiary's capitalization and debt terms under the facility. Our representation also included providing the US law opinion to facilitate the closing and funding of the transaction.
Represented an Illinois company in acquiring the assets of a Minnesota competitor and establish a Minnesota division in a short time frame. Represented the Illinois company in negotiating the terms of a proposed sale of the company to a larger organization while closing the acquisition of the Minnesota transaction.
United States Supreme Court
United States Court of Appeals for the Sixth Circuit
United States Court of Appeals for the Seventh Circuit
United States District Court for the Southern District of Illinois
United States District Court for the Northern District of Illinois
United States District Court for the Northern District of Indiana
Supreme Court of Illinois
Supreme Court of Indiana
Supreme Court of Wisconsin
Indiana State Bar Association
Center for Church/State Studies
Federal Bar Association
Wisconsin State Bar Association
Illinois State Bar Association
Retainer: Varies By Case
Year of Birth: 1961
Law School: The John Marshall Law School, J.D.
Law School Honors/Involvement: National Moot Court Competition and Herzog Moot Court Competition semifinalist, scholarship recipient.
Undergraduate School: DePauw University
Jerry represents and counsels national publicly traded and privately held companies, banks, insurers, entrepreneurs, business partnerships and professional service limited liability corporations and partnerships in transactions and professional liability defense.
Bar/Professional Association Involvement:
State of Illinois Supreme Court
Judicial Evaluation Committee
Chicago Bar Association
Co-Chair - Federal Trial Bar Training Course
Vice-Chairman Executive Civil Practice Subcommittee
Appellate Lawyer's Association, Appellate Law Review
Editorial Board, 1989 - Present
The John Marshall Law School Alumni Association
Board of Directors
Girl Scouts of Chicago
Board of Directors
Community Involvement: Coach Baseball and Soccer
DePauw University Board of Visitors
Published Legal Writing:
Hoffman and Haberkorn, Void vs. Voidable: A Distinction Without Meaning? , 2 Appellate Law Review 1 (1990)
Haberkorn and Chejfec, Tort Reform in the United States: A State by State Review, 3 International Insurance Law Review 74 (1996)
Haberkorn, The Legal Standard of Care for Notaries and Their Employers, The John Marshall Law School Law Review Notary Symposium (Winter, 1997)
Hoffman and Haberkorn, Does Vicarious Liability Still Mean What It Used To? (to be published Summer, 2002)
Contributing author to Chapter 7, entitled Privacy, in Employment Termination Rights & Remedies, 2nd Edition (1993) BNA, Holloway & Leech.
November, 1995, Direct Examination of Expert Witnesses, Federal Trial Bar Training Course, Chicago Bar Association
18th Annual Conference of Notaries Public
How Notaries Can Prevent Liability and Litigation
Interstate Recognition of Notarial Acts
19th Annual Conference of Notaries Public
How Notaries Can Prevent Liability and Litigation
Employers' Vicarious Liability for Notarial Acts of Their Employees
Selection by his peers as one of Illinois' Leading Lawyers in both Commercial Litigation and Professional Malpractice Defense Litigation fittingly honors Jerry's decades of dedication to accomplishing client objectives in transactions, negotiation and litigation, with efficient and solid results. And, while these traits set him apart from lawyers in other firms, they complement the skills and client-service driven practices of his partners and associates at Lowis & Gellen, a diverse firm with transaction and trial experience in health care, bankruptcy, insurance, employment, environmental, intellectual property and real estate. Lowis & Gellen handles every case and every transaction with careful, proactive representation, working quickly, and containing costs to deliver consistent value to our clients. Please go to our website at www.lowis-gellen.com for additional information.management and transactional work.
Additional Office Locations:
London, England United Kingdom