Deborah A. Hays

Debbie’s practice is focused on business transactions and she has more than 25 years experience representing established companies and financial institutions, from small, local businesses to large international corporations (both privately-held and public), as well as start-up and development stage enterprises.  Debbie has particular expertise in the areas of business financing, securities offerings and compliance, director advisory services, mergers and acquisitions, and technology transfer and licensing.

Debbie provides her business clients with general representation in such areas as entity formation, contract preparation and negotiation, corporate governance and dissolution.  In addition, she has a strong financing background, with experience in a broad array of financing transactions, including public offerings, private placements, bank lending (on behalf of both lenders and borrowers), venture capital, asset securitizations, and sale/leaseback transactions.  These financings have included numerous transactions with a size of $100 million or more.

Debbie routinely represents clients in merger and acquisition transactions (both asset sales and stock sales).  Her experience includes transactions involving public companies, private equity firms, financially distressed sellers, intellectual property assets, Hart-Scott-Rodino antitrust compliance, assets located outside of the United States and complex licensing and regulatory issues. Debbie has particular expertise with M&A transactions in the home health care, automobile dealership, vehicle fleet management, and consumer products industries.

Debbie also has considerable knowledge and practical experience in the securities law and director counseling/advisory services areas.  This experience includes providing routine securities law representation for public corporations (including compliance with periodic SEC reporting requirements), representation of issuers in initial and secondary public offerings, and representation of issuers and investors in numerous private placements of securities.  Debbie has also advised public companies, boards of directors of public companies, and individual directors and officers of public companies on myriad issues involving compliance with the requirements of various federal and state securities laws.

Representative Experience

  • Representation of prominent national home health care provider in acquisitions of home health care agencies, both publicly and privately owned, throughout the United States
  • Representation of one of the largest privately-held vehicle fleet management services company in the world in asset-backed securitization transactions in the United States, Canada and Mexico having an aggregate value in excess of $2 billion
  • Representation of numerous clients, including software developers, Internet service providers, equipment and product manufacturers and health care providers, with respect to the preparation and negotiation of technology transfer, development, support, maintenance, and licensing agreements
  • Representation of prominent national home health care provider in negotiation of agreements related to procurement, financing and implementation of national VoIP system
  • Representation of leading provider of household cleaning products in sale of assets to private equity firm
  • Representation of one of the largest privately-held vehicle fleet management services company in the world in connection with the acquisition of a UK-based fleet management services provider
  • Representation of one of the largest privately-held vehicle fleet management services company in the world in connection with the acquisition of a family of companies engaged in the full-line work truck upfitting business
  • Representation of large family-owned automobile dealership company in connection with acquisition and disposition of various franchise locations, negotiation of manufacture floor plan financing facilities and implementation of senior unsecured credit facilities with various institutional lenders
  • Representation of lenders and borrowers in secured lending and bank financing transactions – including asset based lending, letters of credit, banker’s acceptances and syndicated facilities
  • Representation of social media company focused on providing a safe online social network infrastructure for children between the ages of 8 and 13 with $30 million private equity raise
  • Advise privately-held companies with respect to obtaining and maintained WBE and MBE certification (both federal and state)
  • Advise bank organizers with respect to compliance and capital-raising issues related to the formation of de novo New Jersey state-chartered banks
  • Routinely advise boards of directors, board committees (including audit committees) and individual directors on director fiduciary duties, obligations and liabilities, corporate governance and compliance programs, conflict of interest issues, and obligations relating to specific transactions, including related party transactions

Professional And Community Involvement

  • Member American Bar Association
  • Member New Jersey Bar Association, Business Law Section
  • Member Camden County (N.J.) Bar Association
  • General Counsel – Board of Directors of the Chamber of Commerce of Southern New Jersey
  • Member of the Board of Directors of the Chamber of Commerce of Southern New Jersey
  • Chairman of the Board of Directors of The Entrepreneurs’ Forum of Southern NJ, Inc.
  • Vice Chairman of the Board of Trustees, The Wetlands Institute, Inc. (Stone Harbor, NJ)
  • Member of the Board of Directors of the American Heart Association, Southern New Jersey Division
  • Member Executive Committee for AHA Go Red for Women Southern NJ Luncheon

Awards And Recognition

  • Named one of New Jersey’s Best 50 Women in Business 2009 by NJBIZ magazine
  • “Top Attorney” in SJ Magazine for Computer Law, 2007 – 2014
  • “Awesome Attorney” in South Jersey Magazine for Business Law 2010, 2011 & 2014
  • New Jersey Super Lawyer 2005 – 2007, 2013, 2014
  • SmartCEO Legal Elite – 2011
  • Named as “Woman of Distinction” by Philadelphia Business Journal, 2012
  • Named as “Woman to Watch” by South Jersey Biz Magazine, 2013
  • Named as “Super Lawyer” by New Jersey Monthly Magazine, 2014
  • Named as “Best Attorney in Business”, South Jersey Biz Magazine, 2014

 

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