Joe Bernardi advises private equity sponsors, growth equity investors, and public and private companies on mergers and acquisitions and other strategic transactions across diverse industries, including technology, health care, manufacturing and financial services.
His practice spans both control and minority investments, including leveraged buyouts, growth equity financings, recapitalizations, continuation fund transactions, and strategic acquisitions and dispositions. He regularly works with both sponsor-backed and independent companies, and also represents senior executives in strategic transactions.
Clients rely on Joe for his practical, business-oriented approach and his ability to manage complex transactions efficiently while maintaining a clear, level-headed perspective in high-pressure situations.
Prior to practicing law, Joe was a certified public accountant at Arthur Andersen and KPMG, where he worked extensively with private equity sponsors and technology companies. This experience provides a strong financial foundation that informs his transactional practice.
Joe has advised on domestic and cross-border transactions with an aggregate value exceeding $25 billion. His selected experience includes representing:
Strategic M&A
- Foley Products Co. in its $1.84bn sale to Commercial Metals Company (NYSE: CMC).
- io in its sale to Zema Global, a portfolio company of FTV Capital.
- CloserStill Media in its acquisition of Billington Cybersecurity.
- Spot Pet Insurance in its sale to Independence Pet Holdings.
- Varsity Brands in its acquisitions of Allgoods and Lids Team Sports, and the subsequent sale of Varsity Brands to Bain Capital Private Equity for approximately $2.5bn.*
- Workfront in its $1.5bn sale to Adobe (NASDAQ: ADBE).*
- Vestcom in its $1.45bn sale to Avery Dennison (NYSE: AVY).*
- AMAG Pharmaceuticals (NASDAQ: AMAG) in its $700m acquisition of Cord Blood Registry from GTCR.*
- automotiveMastermind in its $430m sale to IHS Markit (NASDAQ: INFO).*
- Undertone Networks in its $180m sale to Perion Network Ltd. (NASDAQ: PERI).*
- Audacious Inquiry in its sale to PointClickCare Technologies.*
- Infraestructural Institucional S. de R.L. de C.V., a leading Mexican infrastructure investment fund, in the sale of its general partner to BlackRock, Inc. (NYSE: BLK).*
- AlphaCredit in its acquisition of Grupo Finmart from EZCORP (NASDAQ: EZPW).*
Private Equity
- JMI Equity, as a member of a consortium, in the $11bn take private of The Ultimate Software Group (NASDAQ: ULTI).*
- Acosta Sales and Marketing, a portfolio company of Thomas H. Lee Partners, in its acquisitions of Mosaic Sales Solutions and Anderson Daymon Worldwide and the subsequent sale of Acosta to The Carlyle Group for $4.8bn.*
- Advent International in a number of transactions, including its $2.4bn acquisition of Serta Simmons Bedding, the acquisitions of RGL Reservoir Management and Hudson News, its $1.1bn investment in OCENSA, and its investment in the parent of Party City.*
- Eterna Growth Partners in the acquisitions of Kleer and Membersy.*
- Charlesbank Capital Partners in multiple transactions, including the acquisitions of Galls, Tecomet, QC Supply, Vestcom, and Polyconcept.*
- Charlesbank Capital Partners portfolio companies in a number of transactions, including:*
- American Residential Services in its sale to GI Partners.
- Fullbeauty Brands in its sale to Apax Partners.
- The Rockport Group in its acquisition of the Reef brand from VF Corporation (NYSE: VFC).
- Galls in numerous add-on acquisitions.
- JMI Equity portfolio companies in a number of transactions, including:*
- Level Access in its merger with essential Accessibility.
- Raptor Technologies in its acquisitions of SchoolPass and CPOMS.
- AlertMedia in its sale to Vista Equity Partners.
- Thomas H. Lee Partners in its acquisition of Systems Maintenance Services and a number of follow-on financings and other transactions.*
- Campus Management and EdCentric, portfolio companies of Leeds Equity Partners, in their combined sale to Veritas Capital.*
- Berkshire Partners in multiple transactions, including its acquisitions of Grocery Outlet and HMT and its investment in Coty.*
Growth Equity Investments
- Tidemark Capital in its investments in Jane, Onfly and AgVend.
- Five Elms Capital in its investment in Spacelift.
- HeroDevs in its growth financing with PSG Equity.
- Revenant VC in multiple investments.
- Avenue Growth Partners in its investment in Hive.
- JMI Equity in multiple transactions, including its investments in Apptegy, Raptor Technologies, Unanet, Clio, Benevity, OnBoard, TimelyMD, and Higher Logic.*
- JMI Equity portfolio companies in a number of transactions, including:*
- Unanet in its strategic financing from Onex Corporation (TSX: ONEX).
- Raptor Technologies in its financing with Thoma Bravo.
- Benevity in its financing with General Atlantic.
- AlphaCredit in its equity financing round led by Softbank’s Latin America Fund.*
- Liberty Mutual in its debt and equity investment in a leading alternative energy provider.*
- Providence Equity Partners in its investment in ZeniMax Media.*
Distressed Investments and Restructurings
- The Rockport Group in the sale of substantially all of the assets of the Rockport brand via a Section 363 asset sale as part of its Chapter 11 proceedings.*
- Charlesbank Capital Partners in its acquisition of substantially all of the assets of The Rockport Group via a Section 363 asset purchase as part of The Rockport Group’s Chapter 11 proceedings.*
- Harbinger Capital Partners in connection with its equity and debt investments in TerreStar Corporation and SkyTerra Communications.*
- Medicis Pharmaceuticals in its $455m acquisition of substantially all of the U.S. and Canadian pharmaceutical assets of Graceway Pharmaceuticals via a Section 363 asset purchase as part of Graceway’s Chapter 11 proceedings.*
*Matters handled prior to joining Foley.
Community Involvement
Joe is actively involved in charitable and community organizations, including Andover Youth Lacrosse, Boy Scouts of America, and The Trustees of Reservations, where he previously served as a Corporate Trustee.
Awards & Recognition
- Best Lawyers: Ones to Watch in America – Leveraged Buyouts and Private Equity Law (2024)
- Super Lawyers – Massachusetts Rising Star (2014-2016)
Thought Leadership
Joe has authored a number of articles relating to private investment funds and mergers and acquisitions, including:
- Co-Author, “Roadblocks to Redemption: Delaware Chancery Court Makes Preferred Stock Redemptions More Challenging,” Harvard Law School Forum on Corporate Governance and Financial Regulation, May 12, 2017
- Co-Author, “New Rules for Private Fund Reporting,” International Law Office, May 17, 2011
- Co-Author, “Let Bylaws Be Bylaws,” The Deal Magazine June 19, 2009
- Co-Author, “Delaware Chancery Court Potentially Opens Door to Limit Activist Stockholder Rights,” The Hedge Fund Law Report, Vol. 2, No. 10, March 11, 2009