Scott F.Frodyma

Of Counsel

Cleveland + 1.216.586.7282

Scott Frodyma has counseled clients for more than 20 years with respect to the federal income tax issues related to mergers and acquisitions, issuances of equity, and financing transactions. His practice includes a wide range of transactional tax matters, including representing clients in taxable and tax-free stock, interest, and asset acquisitions and divestitures. Scott regularly advises strategic, public, and private clients in all phases of transactions, such as developing a tax-efficient structure, drafting and negotiating the tax portions of deal documents, drafting and negotiating the tax portions of financing documents, post-transaction restructurings, and resolving indemnity claims.

Scott advised USI Holdings Corporation in its acquisition of Wells Fargo Insurance Services, Inc. from Wells Fargo & Company; Chart Industries, Inc. in its acquisition of Hudson Products Corporation; and Nordson Corporation in its acquisition of Vention Advanced Technologies from Vention Medical. Other representative clients include The Riverside Company, Morgan Stanley Capital Partners, High Road Capital Partners, Monroe Capital, and Twin Brook Capital Partners.

Scott also has experience representing clients in pursuing private rulings and controversies before the Internal Revenue Service and Appeals.

Expérience

  • MPE Partners acquires BAF IndustriesJones Day advised MPE Partners in the acquisition and financing by portfolio company Appearance Technology Group of BAF Industries, a manufacturer of branded, consumable car care liquid chemicals and specialty aerosols for professional and do-it-yourself users.
  • Swander Pace Capital sells Functional Formularies to DanoneJones Day advised Swander Pace Capital in the sale of Functional Formularies, a leading provider of organic, whole food, shelf-stable feeding tube formulas, to Danone.
  • Blackbaud refinances existing credit facility with new $1.5 billion credit facilityJones Day represented Blackbaud, Inc., a leading software provider serving the nonprofit and education sectors, in connection with the refinancing of its existing credit facility to, among other things, provide for new credit facilities in an aggregate principal amount of $1.5 billion consisting of a $700 million revolving credit facility and a $800 million term loan facility.
  • Riverside-led investor group acquires The Townsend GroupJones Day is advising The Riverside Company in the acquisition of The Townsend Group, a leading provider of global investment management and advisory services focused exclusively on real estate and real assets, from Aon plc, a leading global financial services firm.
  • Norwest Equity Partners acquires MDC Interior SolutionsJones Day advised Norwest Equity Partners in the acquisition and financing of MDC Interior Solutions, LLC, a leading commercial interior wallcoverings and design solutions company.
  • American Pacific Group acquires C.F. StinsonJones Day advised American Pacific Group in the acquisition and financing of C.F. Stinson, LLC, a leading distributor of fabric products.
  • American Pacific Group portfolio company sells PENETREX®Jones Day advised American Pacific Group in the sale by portfolio company, Wellbeam Consumer Health, of PENETREX®, a leading joint and muscle care brand trusted by millions of consumers, to Carlin Consumer Health, a preeminent consumer health business that specializes in acquiring leading over-the-counter ("OTC") brands.
  • Ohio Transmission acquires Allied Sales & ServiceJones Day advised Ohio Transmission LLC in the acquisition of Allied Sales & Service Co., Inc., a leading company in the Southeast US involved in the sale, distribution, installation, repair and maintenance of process equipment, industrial pumps, mixing equipment, industrial mechanical seals, industrial gear boxes and other industrial products.
  • Riverside invests in KasewareJones Day advised The Riverside Company in its acquisition of Kaseware, a leading provider of investigation management software sold to public safety agencies and corporations.
  • Riverside portfolio company acquires The Lash LoungeJones Day represented The Riverside Company in connection with the acquisition by portfolio company Head to Toe Brands of The Lash Lounge (Lash Lounge), an industry-leading eyelash salon franchise.
  • High Road Capital portfolio company acquires HTE TechnologiesJones Day advised High Road Capital Partners in connection with the acquisition and financing by portfolio company John Henry Foster Minnesota, Inc. of HTE Technologies, a leading automation supplier operating in Kansas, Missouri, and Illinois.
  • Riverside portfolio company acquires Federal Wage and Labor Law InstituteJones Day represented The Riverside Company in connection with the acquisition and financing by portfolio company OutSolve LLC of Federal Wage and Labor Law Institute (FWLLI), a labor law compliance company that makes it easy for businesses to manage and comply with ever-changing labor law poster requirements.
  • Riverside exits G&A PartnersJones Day advised The Riverside Company in the sale of its investment in G&A Partners, Inc., a leading national professional employer organization (PEO) and human capital management provider, to global alternative asset management firm TPG.
  • Global producer of residential and commercial building materials obtains $1 billion revolving credit facilityJones Day represented a global producer of residential and commercial building materials in connection with a new $1 billion multicurrency revolving credit facility.
  • MPE Partners acquires Webster IndustriesJones Day advised MPE Partners in the acquisition and financing of Webster Industries, Inc., an industrial equipment supplier focused on engineered class chains, sprockets, and vibrating equipment.
  • Riverside portfolio company acquires U.S. LawnsJones Day represented The Riverside Company in connection with its acquisition by portfolio company EverSmith Brands of U.S. Lawns, a provider of lawncare franchisor services, including commercial landscaping and snow removal services, for U.S. commercial properties through a network of franchisees, from an indirect subsidiary of BrightView Holdings Inc. (NYSE: BV).
  • ProMedica sells Paramount Health to Medical MutualJones Day is advising ProMedica in the sale of Paramount Health to Medical Mutual.
  • Radial Equity portfolio company acquires American Chrome CompanyJones Day advised Radial Equity Partners portfolio company Multi Parts in the acquisition and financing of American Chrome Company (ACC), a key supplier to OEMs and tier supplies in the heavy-duty truck and trailer markets, providing both aftermarket and products parts and accessories.
  • Baird Capital portfolio company acquires Velocity Dynamics, LLCJones Day represented Baird Capital in the acquisition by portfolio company Cleanwater1, Inc. of Velocity Dynamics, LLC, a leading solutions provider of branded, proprietary dry and liquid feed systems for the optimization of chemistry in water and wastewater utilities and industrial plants.
  • MPE Partners acquires P&S Detail ProductsJones Day advised MPE Partners in the acquisition and financing by portfolio company Appearance Technology Group of P&S Detail Products, a leading designer and manufacturer of branded, consumable car care liquid chemicals for professional and do-it-yourself ("DIY") users.
  • Autres publications

    • June 2002
      Back to Basics -- A Review of Recent Decisions Relying on the Economic Substance, Business Purpose, Step Transaction and Clear Reflection of Income Doctrines, Jones Day State Tax Return Newsletter, Vol. 9, No. 6

    • October 16, 2003
      Current Developments in Corporate Taxation, Cleveland Tax Institute
    • May 2, 2002
      Back to Basics -- A Review of Recent Decisions Relying on the Economic Substance, Business Purpose, Step Transaction and Clear Reflection of Income Doctrines, Tax Executives Institute, Columbus and Cleveland
    • October 18, 2001
      Summary of the Economic Growth and Tax Relief Reconciliation Act of 2001, Cleveland Tax Institute