GJN Immigration Law Practice Nearly Doubles Since 2005
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 Thomas J. Campbell, Managing Partner, reports that Gallop, Johnson & Neuman’s Immigration Practice Group has experienced nearly a 100 percent increase in case activity for clients of the firm since July 2005.
The Immigration Practice Group works primarily with business clients to assist in the employment in the United States of individuals from foreign countries, and also helps clients comply with ongoing regulatory requirements associated with employment of foreign nationals.
“Many people equate immigration with individuals illegally entering the United States to work at minimum wage or below minimum wage jobs,” Mr. Campbell said.
“Immigration includes highly educated and skilled foreign professionals sought by U.S. companies to work in this country and assist in growing the business,” Mr. Campbell said.
“For many growth industries, skilled professionals are not abundant and the pool of skilled U.S. professionals may be depleted due to expansion of a particular industry. Companies in these industries seek to sustain their growth by also considering skilled professional employment pools in other countries.
“Additionally, U.S. companies seeking to develop foreign markets require skilled foreign professionals to assist in this type of international growth,” Mr. Campbell added.
“Despite additional restrictions on the entry of foreign nationals to the U.S. following September 11, 2001 and ongoing debates to curtail the entry of illegal aliens, the Immigration Practice Group has grown significantly as a result of U.S. companies’ growth and opening markets in foreign countries.”
In 2005, GJN formally expanded the firm’s existing Immigration Practice Group to address increasing inquiries from organizations seeking counsel in virtually all areas of immigration law.
Mr. Campbell and David J. Harris of the firm, in addition to Stuart Symington, Jr. and Jalesia F. “Jasha” McQueen, are attorneys in GJN’s Immigration Practice Group. For more information, contact Tom Campbell at 314.615.6271.
GJN Represents Maverick Tube Corporation in Merger with Tenaris, S.A. of Luxembourg
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 A team of GJN attorneys, led by Partner Ruben K. Chuquimia and Associate Elizabeth A. “Beth” Kovaly, represented Maverick Tube Corporation in connection with the negotiation and execution of a definitive merger agreement with Tenaris, S.A., based in Luxembourg. Pursuant to the agreement, Tenaris will acquire Maverick for approximately $2.4 billion in cash. The deal announced June 12, 2006 is subject to certain customary conditions.
Maverick, based in Chesterfield, Missouri, is a leading North American producer of welded oil country tubular goods, line pipe and coiled tubing for use in oil and natural gas wells. Its electrical products segment produces welded pipes for electrical conduits. With operations in the United States, Canada and Colombia, Maverick has approximately 4,650 employees and in 2005 had sales of US$1.8 billion.
Tenaris is a leading global producer of seamless steel pipes for the oil and gas industry worldwide.
Ruben is a Partner in GJN’s Business Law Department whose practice includes a broad range of corporate, securities and transactional work. In particular, he has represented companies of various sizes involved in mergers, acquisitions, divestitures, takeovers (negotiated and contested) and cross-border transactions. Beth is an Associate in the firm’s Business Law Department. Her areas of concentration include securities law and mergers and acquisitions.
For more information, contact Ruben Chuquimia at 314.615.6251.
GJN is Counsel in NAP Holdings' Acquisition of Quebec-Based Tool Company Stock
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  GJN served as counsel to NAP Holdings, LLC of Jasper, Indiana, in connection with NAP Holdings’ acquisition of the capital stock of Les outils Gladu, Inc., a leading industrial tool manufacturing company headquartered in Marieville, Quebec, Canada. GJN also was counsel to Cameron Holdings Corporation, the private equity firm that controls NAP Holdings.
The transaction announced on July 6, 2006 creates North America’s largest, most complete source of carbide and diamond cutting tools and services for the wood products industry, with a coast-to-coast network of 15 production and service centers.
NAP Tools, LLC, a unit of NAP Holdings, was founded in 1941. NAP manufactures and services top-quality carbide and diamond-tipped cutters for woodworking, building materials and metal sawing industries via 12 facilities in the U.S. and Canada (www.naptools.com).
Les outils Gladu, Inc., parent of Gladu Tools, Inc., was founded in 1969 and is Canada’s leading manufacturer of diamond tools and cutting saws for woodworking and other industries. The firm has facilities in Champlain, New York and Dallas, Texas in addition to Quebec (www.gladu.com).
Michael Morgan, a GJN Partner who concentrates his practice in corporate transactions and international law, is also General Counsel of Cameron Holdings and served as lead counsel on the acquisition for NAP Holdings, along with attorneys Jennifer R. Byrne and Ruben K. Chuquimia in GJN’s Business Law Department.
For more information, contact Michael Morgan at 314.615.6269.
Jon A. Bierman Named General Counsel for The Consortium for Graduate Study in Management
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Consortium for Graduate Study in Management, an alliance of top American business schools and major U.S. corporations united to enhance diversity in business education (www.cgsm.org).
The Consortium’s mission is to help reduce under-representation of African Americans, Hispanic Americans and Native Americans in its member schools’ enrollments and in the ranks of business management. Its initiatives include awarding annual fellowships, conducting business orientation seminars and mentoring sessions.
Founded in 1966 in St. Louis, the Consortium’s members include 13 top U.S. universities, among them Washington University in St. Louis. Its corporate sponsors include The Coca-Cola Company, 3M, CitiGroup, Inc., General Mills, Hewlett-Packard Company, The American Express Company and many other enterprises.
Jon’s role as General Counsel for The Consortium is pro bono. Before joining GJN, he served as a collateral liquidation specialist with GE Capital-Small Business Finance Corporation. He earned a J.D. degree Magna Cum Laude from Saint Louis University School of Law and a B.A. degree from Washington University.
For more information, contact Jon A. Bierman at 314.615.6286.
Legal, Government & Health Officials Attend Public Health Emergencies Law Conference
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 David J. Massa, a GJN Partner whose practice focuses on healthcare and corporate law, served as chairman of the milestone conference "Are You Ready? Public Health Emergencies and the Law" in St. Louis May 18-20, 2006. Mr. Massa, at center of photo, is shown with Julia M. Eckstein, Director of the Missouri Department of Health and Senior Services, and Bruce Clements, Director of the department's Center for Emergency Response and Terrorism, both of whom were among the presenters at the conference attended by healthcare, legal, business and military professionals.
More than 90 professionals in healthcare, government, law, military and business attended the conference “Public Health Emergencies and the Law” hosted in St. Louis May 18-20 to address legal and first response issues arising in epidemics, terrorist attacks and natural catastrophe.
David J. Massa, a GJN Partner whose practice focuses on healthcare and government law, chaired the conference for The MidAmerica Public Health Law Emergency Response Committee, the not-for-profit organizing group.
“Legal issues in public health crisis range from corporate governance and liability, to OSHA requirements, family medical leave, workers’ compensation, insurance coverage, employee training, hospitals’ EMTALA responsibilities, risk management, liability and other concerns – both practical and moral,” said Mr. Massa.
“Many of the presentations by subject matter experts at the conference focused on aggressive needs to upgrade public and private disaster preparedness plans and to help protect against legal risk in the event of public emergency,” he said.
“Clearly, 2006 is a watershed year for rethinking priorities and re-educating people and organizations that will confront legal, healthcare, business and law enforcement challenges in public health emergencies,” Mr. Massa said.
The Centers for Disease Control, the Missouri Department of Health and Senior Services, the American Bar Association Health Law Section, The Saint Louis University School of Law Center for Health Law Studies, and the university’s School of Public Health Institute for Biosecurity, among other entities, co-sponsored the event.
To learn more about outcomes of the conference “Are You Ready? Public Health Emergencies and the Law,” contact David Massa at 314.615.6207.
GJN's John W. Kepler III Conducting Two IP Seminars at Recharger World Expo
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John W. Kepler III, a GJN Partner who practices in the firm’s Intellectual Property Group, has been invited to appear as an expert speaker and will deliver two educational seminars at the 11th Annual World Expo hosted by Recharger Magazine in Las Vegas August 23-25, 2006.
The seminars are entitled “Lessons Learned from OEM Challenges to Remanufacturers – Due Diligence Best Practices” and “OEMs, Patents & Market Power – Do Remanufacturers Need a New Strategy?”
More than 5,000 people in the recycled office products industry worldwide are expected to attend the event to learn about new products, services, legal issues, marketing tactics and business strategy.
At GJN, John focuses on Intellectual Asset Management, an area of law that helps clients identify, procure, transfer and protect brands, inventions and creative work. He also is an adjunct professor at the Washington University School of Law in St. Louis, and author of articles for legal and business publications.
For Expo information, visit the Internet link http://www.rechargermag.com/conf/expo2006/index.asp?nav_id=176. To contact Mr. Kepler, call 314.615.6211.
Team Approach to Successful ESOP Transactions Explained in Article by GJN's Thomas H. Mug
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The July 2006 edition of Boston-based Life & Health Advisor Magazine features an article by Thomas H. Mug, a GJN Partner who practices in the firm’s Employee Benefits and Executive Compensation Group, entitled “The Team Approach to Successful ESOP Transactions.”
“Employee Stock Ownership Plans have become increasingly popular in recent years due to changes in the tax laws that allow an S corporation to sponsor an ESOP,” Mr. Mug said. “In situations where an ESOP becomes a 100 percent owner of the stock of an S corporation, the end result is a tax-exempt business with increased cash flow and enhanced opportunities to compete in the marketplace.”
The article explains how an ESOP provides a market for the sale of company stock if a shareholder wishes to sell existing stock for business succession purposes or to diversify a portfolio heavily concentrated in the stock of a closely held business on a tax-advantaged basis.
“ESOPs provide an opportunity to ‘incentivize’ employees and increase productivity through ownership of stock in the sponsoring employer,” Mr. Mug said. “An ESOP can also be a source of capital allowing a company to acquire another business or to expand its existing business.”
Mr. Mug leads the firm's ESOP team, coordinating efforts by GJN’s employee benefits, corporate, lending, labor and estate planning practices in the design, establishment and ongoing administration of ESOPs for clients.
He also advises clients in the design and maintenance of tax-qualified retirement plans (401(k)), profit sharing and defined benefit plans. In addition, he provides solutions for non-qualified and incentive compensation programs for key employees, and advises employers with fringe benefits and health plans, including cafeteria plans and COBRA compliance.
For more information about ESOPs and employee benefit plans, contact Mr. Mug at 314.615.6228.
Benjamin F. Evans Joins GJN as Associate Concentrating on Real Estate & Business Law
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Benjamin F. Evans, who earned a J.D. degree from the University of Missouri-Columbia School of Law (Cum Laude, Order of the Coif) , has joined the firm as an Associate in the Real Estate Law Practice Group, which is one of GJN’s largest practice areas.
Mr. Evans concentrates his practice on complex real estate transactions including acquisitions, dispositions and exchanges of domestic and international commercial property, and the development, leasing and financing of office, retail, industrial and mixed-use projects. He is experienced in the formation and dissolution of joint ventures, and in drafting and negotiating real estate transactional documents including purchase/sale agreements, development agreements, commercial leases, easement agreements, and property management and maintenance agreements.
In addition to his real estate practice, Mr. Evans has represented clients in various corporate and general business matters, including mergers and acquisitions, stock/asset purchase and sale agreements, employment agreements, non-compete/confidentiality agreements, equipment leases and license agreements. His corporate experience includes a significant role in a series of acquisitions for a publicly-traded telecommunications consulting firm. He is licensed to practice law in Missouri and California, and is a member of The American Bar Association, The Missouri Bar and The State Bar of California.
Gallop, Johnson & Neuman’s Real Estate Practice Group represents virtually every type of property transaction including for vacant land, farm land, single and multi-family residential projects, multi-family developments, condominiums, subdivisions, manufacturing and distribution facilities, office buildings, retail stores, shopping centers, hotels, airports and landfills. For more information, contact Benjamin Evans at 314.615.6214.
GJN Attorneys Conduct Lien Seminar for ASA Midwest Council & MCA of Eastern Missouri
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GJN attorneys Richard A. Stockenberg, Thomas P. Hohenstein and John M. Limbaugh were the featured speakers at a seminar hosted by the American Subcontractors Association Midwest Council and the Mechanical Contractors Association of Eastern Missouri on June 29. The half-day seminar focused on Mechanic’s Liens and Bonds, which provide financial protection for contractors, subcontractors and construction suppliers.
At GJN, Richard, Thomas and John focus their practice on construction law and litigation. They have extensive experience in handling construction litigation disputes, drafting contract documents and addressing related industry matters, representing general contractors, subcontractors, material suppliers, architects, engineers and other clients in the industry.
At the seminar, they addressed lien issues, lien preparation and enforcement, payment bonds as substitutes for mechanic’s liens and, also, requirements for enforcing such rights. In addition, they discussed significant recent changes in mechanic’s lien law relative to rental equipment.
“Mechanic’s liens and payment bonds date back to the days of Thomas Jefferson and James Madison,” noted Stockenberg, who has drafted many bills of interest to the construction industry that have been enacted into Missouri law. “They can be the best collection tools in a contractor or subcontractor’s toolbox if payment problems arise, so long as their rights are enforced.”
Based in Union, Missouri, the ASA Midwest Council (www.asamidwest.com) is an association of specialty contractors and suppliers that works to improve construction processes through education, legislation and cooperation. Its members are drawn from metro St. Louis, including southern Illinois.
MCA of Eastern Missouri, Inc. (www.mca-emo.com) is an association representing union-affiliated mechanical contractors and is based in St. Louis. MCA is affiliated with the Mechanical Contractors Association of America (MCAA) and membership in MCAA is mandatory in order to join MCA.
For more information, contact Richard Stockenberg, Thomas Hohenstein or John Limbaugh at 314.615.6000.
Client Spotlight: Ronald S. Saks, President & CEO, LMI Aerospace, Inc.
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 GJN was recently honored by a presentation from Ron Saks, whose company LMI Aerospace, Inc. (NASDAQ: LMIA) is a leading provider of structural components and assemblies for aerospace, defense and technology industries, including more than 30,000 products that are integrated into a variety of aircraft platforms.
Mr. Saks discussed the importance of providing – and receiving – responsive client service in a meeting with all GJN attorneys, and also explained the enduring commitments to high quality customer service at LMI Aerospace which have helped his company grow.
Mr. Saks’ association with LMI Aerospace began in 1984 when he and several investors purchased a firm then known as Leonard's Metal Forming Company, founded 1948. The company then consisted of one facility located on Highway 94 in St. Charles, Missouri with 125 employees and about $5 million in annual sales. GJN handled that transaction for Mr. Saks’ investment group and has represented LMI Aerospace ever since.
For 2005, LMI Aerospace reported sales of more than $101 million, an increase of 18 percent over 2004 sales, with facilities in Missouri, Kansas, Oklahoma, Washington, California, Georgia and Mexico (www.LMIAerospace.com).
"Our strategy in 2006 is designed to successfully manage projected sales growth, with particular emphasis on customer service and operational imperatives, including improved delivery and quality performance," Mr. Saks said.
“We continue to experience growth in sales and customer orders in each of our four market sectors. A new military rotorcraft program began to contribute sales in the first quarter while production rate increases and new program awards are causing 2006 order backlog to grow in our commercial and corporate aircraft markets. Our booked backlog for delivery in 2006 as of March 31, 2006 was $80 million, up from $60 million for the comparable 2005 period."
"Anticipated additional growth in production rates in our commercial and corporate aircraft markets, a higher reorder rate in our laser technology business, and new military rotorcraft programs have given us better visibility of future demand for our products," he said.
In June, LMI Aerospace reported that it will relocate its headquarters and some manufacturing operations to a 65,580 square-foot facility at 411 Fountain Lakes Boulevard in St. Charles, Missouri.
For more information about LMI Aerospace, Inc., contact Sanford S. Neuman, GJN Founding Partner, at 314.615.6206.
LOOKING AHEAD
Has your company decided what documents are important to the operation of the business? Do you know whether the records are paper or electronic or both? Could you find them easily if asked to retrieve them? Do you know the legal requirements, including regulatory, for retention? Do you have business requirements for retention? Do you have policies and procedures to ensure required retention and, when appropriate, complete destruction?
In the wake of corporate "obstruction of justice" debacles, new requirements are emerging for corporate risk management, including document retention requirements. GJN attorneys help clients manage risks involved in conforming to a range of legal mandates, including EPA, FDA, OSHA, EU, and SEC. Throughout 2006 this newsletter will provide some tips for corporate liability risk management. Since document retention policies and procedures are the linchpin for a sound corporate risk management program, GJN will include some suggestions for document retention policies and procedures.
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GJN Immigration Law Practice Nearly Doubles Since 2005
GJN Represents Maverick Tube Corporation in Merger with Tenaris, S.A. of Luxembourg
GJN is Counsel in NAP Holdings' Acquisition of Quebec-Based Tool Company Stock
Jon A. Bierman Named General Counsel for The Consortium for Graduate Study in Management
Legal, Government & Health Officials Attend Public Health Emergencies Law Conference
GJN's John W. Kepler III Conducting Two IP Seminars at Recharger World Expo
Team Approach to Successful ESOP Transactions Explained in Article by GJN's Thomas H. Mug
Benjamin F. Evans Joins GJN as Associate Concentrating on Real Estate & Business Law
GJN Attorneys Conduct Lien Seminar for ASA Midwest Council & MCA of Eastern Missouri
Client Spotlight: Ronald S. Saks, President & CEO, LMI Aerospace, Inc. |
