W. Todd Carlisle

• Representation of quick-service restaurant and affiliated food distributor companies and their respective stockholders in sale transactions valued in excess of $1 billion
• Representation of developer of a portfolio of senior housing communities and an affiliated management company in a strategic transaction for aggregate consideration in excess of $500 million
• Representation of various broker dealers, investment advisors, and insurance agencies affiliated with insurance distribution platforms, commercial banks, and wealth management firms in connection with federal, state, and FINRA registrations and related matters
• Representation of the management team of a financial services company in connection with a $25 million management‐led leveraged buyout of a subsidiary of a publicly traded company
• Representation of a national property and casualty insurance brokerage company in a sale to a public company in a transaction valued in excess of $500 million
• Representation of a surgical instrument and sterile processing management company and its owners in a $175 million sale to a subsidiary of a publicly traded company
• Representation of a subsidiary of a publicly traded financial services industry company in connection with the acquisition of the assets of insurance agencies
• Representation of a specialty infusion company in connection with multiple series of private equity financing rounds
• Representation of a communications and technology company in a forward triangular merger with a subsidiary of a former competitor in a transaction valued in excess of $40 million
• Representation of a national financial services company in connection with its acquisition of a competitor in a transaction valued in excess of $20 million
• Representation of an independent special committee of the board of directors of a publicly traded company in connection with the sale of the company in a negotiated transaction valued at approximately $150 million
• Representation of an avionics engineering, electrical design, and data systems company and its shareholders in connection with the sale of the company to a competitor in a transaction valued in excess of $80 million
• Representation of an affiliated group of entities providing self-insurance program services and employee healthcare programs in a sale to a national insurance brokerage in a transaction valued in excess of $100 million
• Representation of a chain of eye care facilities in connection with a strategic transaction valued in excess of $30 million
• Representation of an asphalt and quarry business in a sale to a publicly traded company in a transaction valued in excess of $50 million
• Representation of multiple regional court reporting and litigation support companies in separate transactions for aggregate consideration in excess of $40 million
• Representation of separate trailer manufacturers in strategic sale and joint venture transactions for aggregate consideration in excess of $40 million
• Representation of real estate investment trust in initial public offering and in successive secondary stock and convertible debentures public offerings
• Representation of physician practice management company issuer in four rounds of private placement transactions and initial public offering
• Representation of systems integration and engineering government contractor in sale to a public company in a transaction for consideration in excess of $100 million
• Special counsel to real estate investment trust issuer in initial public offering and in successive secondary common stock and convertible debenture public offerings
• Representation of public retail supermarket company in $1.2 billion acquisition by private equity firm, including related debt and equity financing transactions
• Representation of computer hardware company issuer in initial public offering and related acquisition transactions
• Representation of wrought iron furniture manufacturer issuer in initial public offering
• Representation of medical imaging public company in sale to a publicly traded competitor

• Served as General Counsel of Emageon, Inc. (NASDAQ: EMAG), from 2006–2009
• Served as General Counsel of Highland Capital Holding Corporation from 1998–2005 and as General Counsel and Chief Operating Officer from 2004–2005
• As a member of the senior management team of Highland Capital Holding Corporation, a national insurance and financial services firm, Todd was responsible for advising the company from inception of its initial business plan through capital raising, acquisition, and growth cycles and through a strategic merger with a publicly traded company
• Advises clients in diverse industries, including insurance, financial services, forest products, consumer products, health care, manufacturing, and technology
• Serves as general counsel for private and public companies providing a broad range of general legal representation, as well as providing strategic business advice to senior management and boards of directors on corporate governance, dispute resolution, litigation management, and strategic planning
• Represents public and private companies, as well as venture capital and private equity firms, in connection with merger, acquisition, and disposition transactions
• Represents national brokerage and retail life insurance agencies, as well as property and casualty insurance agencies, and regularly advises clients on legal, compliance, regulatory, strategic, and operational issues that arise in the insurance business
• Represents private and public companies in initial public offering and secondary public offerings of equity and debt securities, as well as private placement transactions for companies at all stages of development

• Chambers USA
  • Corporate/Commercial (2015–2019)
• Best Lawyers® Mergers and Acquisitions Law “Lawyer of the Year” in Birmingham (2017)
• The Best Lawyers in America^©
  • Corporate Law (2014–2020)
  • Mergers and Acquisitions Law (2011–2020)
• AV Preeminent Martindale-Hubbell^® Peer Review Rating™
• Mid-South Super Lawyers®
  • Mergers and Acquisitions (2017–2019)
• Birmingham Business Journal
  • Who’s Who in Law (2019)
• Birmingham Magazine
  • “Top Attorney,” Corporate Finance

Since our firm’s earliest days, we’ve championed the entrepreneurs, those rare business owners who turn ideas into innovations, new jobs, new growth, new wealth, and stronger communities. We are committed to bringing your vision to fruition, and our strategic counsel can help you achieve your most ambitious goals.

Our depth of skills means we can serve your business from formation through growth to initial public offering and beyond. And while our firm serves businesses of all sizes, we have particular expertise helping closely held businesses in financial services, forest products, consumer products, health care, real estate, and manufacturing.

We can provide substantive help with:

• Structuring, negotiating, documenting, and closing transactions
• All types of M&A transactions
• Corporate structuring and restructuring
• Joint venture and other strategic alliance transactions
• Public and private offerings and other securities matters
• Drafting and negotiating contracts
• Protecting intellectual property
• The formation of investment vehicles
• All types of equity and debt financings, from large, publicly traded companies to closely held entrepreneurial businesses

We regularly provide guidance to business owners in:

• Structuring effective business plans
• Forming new enterprises
• Negotiating acquisitions, dispositions, and joint ventures

After almost 75 years of service to entrepreneurs and other business owners, we know this to be true: When you hire an attorney, you have specific goals that are essential to the success of your business. We understand that, and our attorneys will work with you and your other advisors—accountants, valuation experts, investment bankers, and financial advisors—to provide excellent, efficient, and cost-effective legal advice while crafting innovative, sophisticated solutions that allow you the greatest opportunity for success.

Since 1946, Sirote & Permutt, P.C., has worked to make every client’s unique vision a reality. From Fortune 500 companies to individuals and family-owned businesses, Sirote’s attorneys represent our clients’ interests in matters large and small, from the relatively simple to the deeply complex. For us, the practice of law is about more than what we can achieve—it’s about what we can achieve together.

As a full-service law firm with offices throughout Alabama and Florida, Sirote’s more than 100 attorneys have significant experience in a broad array of practice areas for clients in numerous industries.

What sets Sirote apart is not just the experienced counsel we provide. It is the commitment of our people to always be there for our clients, never satisfied until their goals are fully met, and never sacrificing principles along the way.

As Alabama’s only member of the Law Firm Alliance, an international association of more than 50 law firms, we serve clients in AL, across the U.S., and around the world. Our attorneys are consistently recognized by organizations such as Chambers USA, Super Lawyers, and The Best Lawyers in America. For more information, please visit www.sirote.com.