Garth Osterman is a partner in the Cooley business department. He joined the firm in July 2015 and is resident in the San Francisco office.
Mr. Osterman concentrates his practice in mergers and acquisitions, divestitures, buyouts and private equity. For nearly two decades, Mr. Osterman has represented public and private companies in their strategic transactions, with a specialty in cross-border transactions, including transactions in Eastern Europe, South and Central America and Asia. He counts among his clients hedge funds, private equity funds and companies of all sizes engaged in US and cross-border, mergers, acquisitions and leveraged buyouts.
Mr. Osterman acts in a variety of capacities in representing his clients, including lead deal counsel, cross-border structuring advisor, special advisor to shareholders and neutral drafter in multi-party divestiture transactions.
In addition to his mergers and acquisitions practice, Mr. Osterman represent technology, healthcare and other emerging growth companies in all stages of their lifecycles: from formation through financing (both private and public), their growth and their eventual exits.
Recent matters handled by Mr. Osterman include:
Represented Shipston Equity Holdings (Shipston), a privately owned acquisition vehicle focusing on acquiring operating businesses in the precision machining and tooling industry, in Shipston's acquisition of Busche Enterprise Division, Inc., a leading computer numerical control production machining company for the automotive, agricultural and construction industries, employing over 650 people at manufacturing operations in Indiana and Alabama.
Represented Shipston in its acquisition of Shipston Aluminum Technologies (FKA Compass Automotive Group), a premier aluminum design and casting company, manufacturing complex safety critical aluminum high-performance castings found in chassis, suspension, engine and driveline systems primarily for the automotive industry, employing over 400 people at manufacturing operations in Indiana and Michigan.
Cazador Acquisition Corporation (Nasdaq: CAZA), a special purpose acquisition company (SPAC) in its acquisition of Net Element (Nasdaq: NETE), a technology driven group of companies in mobile commerce and payment processing, as well as in entertainment and culture Internet destinations in Russia, Kazakhstan, other CIS countries and emerging markets. The combined entity is named "Net Element International, Inc." and is listed on the Nasdaq Capital Market under the ticker "NETE.
Kingold Jewelry, Inc. (Nasdaq: KGJI), one of the leading professional designers and manufacturers of high-quality 24 karat gold jewelry and Chinese ornaments developing, promoting and selling a broad range of products to the rapidly expanding jewelry market across the Peoples Republic of China, or PRC, in connection with a stock lending and repurchase transaction with Equities First Holdings, LLC. The agreement provides KGJI with the ability to borrow up to an aggregate principal amount based on the price per share of 10.6 million shares of KGJI's common stock.
Trident Microsystems, Inc. (Nasdaq: TRID), a leader in high-performance semiconductor system solutions for the multimedia and digital television markets, in the acquisition by Trident of the television systems and set-top box business lines of NXP Semiconductors (headquartered in Europe). As part of the consideration to NXP for the business lines, NXP received a 60% share interest in Trident. Part of the share issuance to NXP included payment by NXP to Trident of $30 million.
Trident (Nasdaq: TRID) in the acquisition by Trident of selected assets of the frame rate converter, demodulator and audio product lines of Micronas Semiconductor Holding AG (SIX Swiss Exchange: MASN). The consideration paid to Micronas consisted of 7 million shares of Trident common stock and warrants to acquire up to 3 million additional Trident shares.
PDL BioPharma, Inc. (PDLI) in the sale of its rights to IV Busulfex® (busulfan), including trademarks, patents, intellectual property and related assets, to Otsuka Pharmaceutical Co., Ltd. for $200 million plus inventory value.
PDL BioPharma, Inc. (PDLI) in the sale of the rights to its cardiovascular products, Cardene® I.V. (nicardipine hydrochloride), Cardene SR® and new formulations of Cardene in development, as well as Retavase® (reteplase) and the development product ularitide, to EKR Therapeutics, Inc. for $85 million in cash at closing, up to an additional $85 million in development and sales milestones, as well as royalties.
Wombat Financial Software, the technology innovator and world leader in market data management solutions, in the sale of Wombat to NYSE Euronext (NYX) for $225 million.
Lead counsel and transaction manager for a private equity fund's investment in and acquisition of real estate in Eastern Europe, with a deal value in excess of €100 million, as well as acting as lead counsel and transaction manager for a private equity fund's acquisition of a company specializing in mezzanine loan facilities in Eastern Europe, used for acquisitions, capital improvements and other purposes not related to general working capital, with a deal value in excess of €24 million.
Chinese Public Company in connection with its acquisition and concurrent entry into a joint venture with a US logistics company operating in the Western United States.
Family office private equity fund in the acquisition of manufacturing operations in the United States and Costa Rica.
Private equity fund in the acquisition of a portfolio of non-performing loans in Brazil.
Before joining Cooley, Mr. Osterman was a partner at Reed Smith. Mr. Osterman has also practiced law as a partner at DLA Piper.
Mr. Osterman earned his J.D. cum laude from the University of San Francisco School of Law in 1996. While there, he was the Managing Editor of the University of San Francisco Law Review, and was the recipient of American Jurisprudence Award in Legal Research and Writing, and Criminal Law. He received his B.A. from the University of Washington in 1993.
Mr. Osterman is admitted to practice in California.
