Michael Smit Email & Phone Number

• Mergers and Acquisitions
• Negotiated and drafted various stock purchase agreements and closing documents, including assignment and assumption agreements, stock powers, enforceability and good standing opinions and transition services.
• Negotiated and drafted contracts for IT department with annual budget over $100 million, including, end user licenses, consulting agreements, support agreements, service level agreements, purchase orders, and.
• Negotiated terms and conditions with Microsoft and Microsoft Consulting in connection with a $50 million enterprise resource planning project.Commercial Transactions
• Advised subsidiary executives in negotiating and drafting commercial contracts, including purchase orders, sales contracts, security agreements and settlement and release agreements in transactions up to $40.
• Oversaw internal investigations and coordinated with Vice-President, HR to prepare responses to EEOC charges of gender, race, age, gender preference and other discrimination and harassment, including disparate.

Greater Atlanta Area

• Securites
• Reviewed 34 Act filings, including 10-Ks, 10-Qs and 8Ks, including narrative portions of management discussion and analysis and compensation discussion and analysis, legal matters, market risk factors, and internal.
• Coordinated with senior management, negotiated and drafted $250 million senior notes, $410 million asset based term loan and $150 million revolivng facilities.
• Advised subsidiary executives, negotiated and drafted numerous $40M – $50M asset purchase agreements for real estate, inventory, receivables and equipment.
• Negotiated and drafted joint venture/partnership agreements.Mergers/Acquisitions
• Advised Board of Directors and executives on merger transactions up to $1.2 billion; negotiated and drafted stock purchase agreements including purchase price adjustment provisions, representations and warranties, caps.

• Advised executives in negotiating and drafting commercial contracts for public utility projects up to $150 million, including purchase orders, sales contracts, security agreements and settlement and release agreements.
• Oversaw internal investigations and coordinated responses to EEOC charges of gender, race, age, gender preference and other discrimination and harassment, including disparate treatment and disparate impact claims.
• Developed dispute resolution strategies, and managed outside counsel mediations, arbitrations and litigation involving breach of warranty, breach of non-compete, bankruptcy preference, and landlord tenant.
• Provided legal advice and guidance to Board of Directors on various legal matters, including contracts, information technology, labor and employment, financial transactions and litigation.
• Drafted shareholder and Board of Directors unanimous written consents, meeting minutes, proxies, waivers of notice, and other corporate governance documents.

Juris Doctor, Law

Activities and Societies: Moot Court Board

Bachelor Of Science (B.S.), Civil Engineering

Activities and Societies: Pi Kappa Alpha; Corps of Cadets