Spencer T. Moats

Partner

Overview

Spencer Moats is a partner in the Milwaukee office of Foley & Lardner LLP. Spencer practices primarily in the areas of corporate law, mergers & acquisitions, securities law, capital markets and corporate governance. Spencer is a member of the firm’s Transactions Practice and is a leader of the firm’s Private Equity & Venture Capital Practice. Spencer’s practice is largely industry agnostic, although he has significant experience representing clients in the food & beverage, healthcare, leisure & hospitality, manufacturing, oil & gas and technology industries.

Mergers & Acquisitions; Private Equity

Spencer has advised clients in connection with more than 100 public and private mergers, acquisitions, divestitures, joint ventures and other business combination transactions with an aggregate deal value exceeding $10 billion.

Spencer serves as M&A counsel to a number of middle-market and lower-market private equity sponsors and their portfolio companies, including Aksiom Partners, Ara Partners, Gehl Foods (portfolio company of Wind Point Partners), Generation Growth Capital, Junction Energy Partners, Loud Capital, MAAK Partners, Numotion (portfolio company of AEA Investors), Ozone Capital, Sky Island Capital and Thurston Group.

In addition to his private equity M&A experience, Spencer has executed M&A transactions for Fortune 500 companies, as well as middle-market publicly traded and privately held companies throughout North America, South America, Europe, China, India, Japan and South Africa. Spencer also has unique transactional experience representing ESOP-owned companies and companies transitioning ownership to an ESOP.

Corporate & Securities

In addition to his robust M&A practice, Spencer advises clients regarding state and federal securities law compliance and routinely assists NYSE and NASDAQ listed clients with the preparation and review of SEC and stock exchange reports. He also represents issuers in securities transactions, including public and private offerings of equity and debt securities. Spencer has completed numerous securities offerings with aggregate proceeds in excess of $5 billion.

Spencer’s securities law and corporate governance experience also includes counseling clients in connection with takeover defense and proxy contests, including defending companies against recognized activist investors such as Carl Icahn.

Outside General Counsel

Spencer serves as outside general counsel to a number of companies, including private equity portfolio companies, advising on all matters of corporate and securities law.

Representative Experience

Private Equity Transactions

  • Advised Aksiom Partners in connection with its acquisition of Jernbro Industrial Services AB
  • Advised Aksiom Partners in connection with its acquisition of Axesat S.A.
  • Advised Ara Partners in connection with its acquisition of Sweat Energy Services
  • Advised Generation Growth Capital in connection with its acquisition of 3rd Dimension Industrial 3D Printing
  • Advised Junction Energy Partners in connection with its acquisition of Chisos Energy
  • Advised Junction Energy Partners in connection with its acquisition of Lethbridge BioGas
  • Advised Junction Energy Partners in connection with its acquisition of Wilkinson Chemical
  • Advised Numotion (a private equity portfolio company) in connection with nearly a dozen bolt-on acquisitions of specialty wheelchair and medical products businesses
  • Advised Numotion in connection with the sale of the company by Audax Group to AEA Investors
  • Advised Sky Island Capital in connection with its acquisition of Polished Metals

Strategic Transactions

  • Advised Caterpillar Inc. in connection with its acquisition of Marble Robot
  • Advised Cummins Inc. in connection with its approximately $1.25 billion automated manual transmission joint venture with Eaton Corporation
  • Advised Cummins Inc. in connection with its acquisition of the GE Fuel Cells business from General Electric Corporation
  • Advised EMC Insurance Group Inc. in connection with its approximately $350 million going private transaction
  • Advised Magnetek Inc. in connection with its approximately $190 million sale to Columbus McKinnon
  • Advised MAKO Surgical Corp. in connection with its approximately $1.65 billion sale to Stryker Corporation
  • Advised OMRON Corporation in connection with its approximately $200 million acquisition of Adept Technology
  • Advised Senator Herb Kohl in connection with his approximately $550 million sale of the Milwaukee Bucks basketball franchise to hedge fund investors Wes Edens and Marc Lasry
  • Advised The Marcus Corporation in connection with its acquisition of the Wehrenberg movie theatre circuit
  • Advised The Marcus Corporation in connection with its approximately $126 million acquisition of the Movie Tavern movie theatre circuit
  • Advised U.S. AutoForce in connection with its acquisition of Tire’s Warehouse

ESOP Transactions

  • Advised Palmer Holland in connection with its sale to an ESOP
  • Advised Paper Machinery Corporation in connection with its sale to an ESOP

Activist Shareholder Defense

  • Advised Oshkosh Corporation in connection with its successful proxy fight and hostile tender offer defense against Carl Icahn

Recognition

  • 2014 – 2020 Wisconsin Super Lawyers – Rising Stars®

Education

  • University of Iowa College of Law (J.D., with high distinction)
    • Order of the Coif
  • University of Northern Iowa (B.A., Public Administration, summa cum laude)
    • "Purple and Old Gold Award" recipient as most outstanding graduate in Public Administration

Admissions and Professional Memberships

  • Milwaukee Bar Association
  • State Bar of Wisconsin
  • American Bar Association

Community Engagement

  • Served on the Milwaukee Area Leadership board of directors of The Arthritis Foundation
  • Active in the Milwaukee area Junior Achievement program, including volunteering his time as a classroom instructor