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Thomas B. Archbold
Shareholder
Email: tarchbold@fredlaw.com
Office: 612.492.7142
Assistant: Emily Diersen, 612.492.7650
ADDITIONAL EXPERTISE
“Based on my background as a CPA, I approach legal issues from a practical and cost-benefit perspective to achieve the business goals of my clients.”
Overview
Tom is an experienced business attorney that works with clients to structure entities, contracts and transactions to achieve the objectives of his clients.
Tom provides legal counsel to many manufacturing and service companies. His experience includes drafting and negotiation of purchase and sale of goods agreements, exclusive and nonexclusive manufacturing/supply contracts, services contracts, distribution and sales matters (including sales representative agreements), licensing and leasing, shareholder issues (including minority shareholder disputes and buy-sell agreements), as well as initial entity formation issues, sales and purchases of business (including franchisees and franchisors), and noncompetition, nonsolicitation and non-circumvention agreements. Tom has served as counsel to small businesses as well as to Fortune 500 companies. He is a shareholder at Fredrikson & Byron and practices in the areas of corporate, commercial, mergers and acquisitions, renewable and “green” energy, distribution and franchising law.
Tom is a Certified Public Accountant and has worked at Grant Thornton CPA firm. He was appointed Volunteer of the Year in 1993 by the Metropolitan Economic Development Association and has served as an advisory council member for MEDA’s Entrepreneurial Leadership Program.
Experience
REPRESENTATIVE EXPERIENCE
Venture Buy-Out / M&A Transactions
- $150M+ sale of international manufacturing business with multiple world-wide locations.
- $25M+ purchase of an Iowa software company.
- $2M+ purchase of a Florida publishing company by a New York company.
- $2.5M+ sale of computer consulting group with earn-out.
- sale of outdoor equipment line of products.
- $6M+ sale of a majority interest in a manufacturing company supplying equipment to high tech companies.
- $3M+ sale of North Dakota “.com” company.
- $15M+ sale of medical products manufacturing division with long-term supply agreement to seller.
- $5M+ purchase of California medical products manufacturing company.
- $8M+ purchase of Pennsylvania manufacturing companies and related technology.
Venture Financing
- $40M+ senior secured financing of manufacturing entity.
- Sale-leaseback transactions, involving individual assets and product lines.
- $10.5M in 3 separate tiered rounds of preferred financing for a health sector technology company.
- $10M+ preferred financing of manufacturing entity following bridge financings.
- Creation of new franchisor which grew into national health and fitness chain.
- Numerous purchases of franchises from existing franchisees.
Minority Shareholder Disputes / Shareholder Disagreements / 50-50 Ownership Issues
- Drafting of Buy-Sell and Shareholder Agreements to provide for structured operation and transition.
- Representation of majority shareholder in a squeeze-out of minority shareholder with a favorable buy-out being negotiated.
- Counsel to Board of distressed computer development company with financing and shareholder issues. Restructuring accomplished.
- Representation of shareholder in family dispute. Settlement with business marketed for sale and established dividend distribution schedule.
- Representation of undocumented shareholders resulting in buy-out in connection with a sale of the company.
- Company counsel in restructuring of family owned business with ownership transferred to children.
- Counsel to minority shareholder whose employment was terminated.
- Counsel to a 50% shareholder who was requested to leave the company. Valuation / negotiation of a buy-out.
- Counsel to a Company to buy-out a 50% shareholder.
Supply, Distribution, Licensing and Sales Representative Agreements
- Structuring and negotiation of contracts for a group of national representatives of a key product line for international medical company.
- Manufacture, supply, distribution and licensing agreements for industrial, medical food, ingredients and software.
- Sales representative termination matters
- Trucking and transportation agreements
- Warehouse agreements
- Ingredient manufacturing and tolling agreements.
New Entities and Joint Ventures
- Creation of joint venture company for multi-cultural consulting.
- Creation of medical device company for development of new device (and relating financing matters).
Confidentiality, Noncompete and Noncircumvention Agreements
- Drafting and negotiation of various agreements to maintain confidentiality of preliminary discussions, relationship terms, and to protect business information and relationships.
Renewal Energy / “Green” Business
- Member of AWEA (American Wind Energy Association)
- Representation of wind energy companies on purchases, sales and service agreements (manufacturing, maintenance and distribution).
- Representation of a solar panel manufacturer.
- International Agreements for the import and export of palm oil.
- Negotiation of construction subcontract on foreign energy facility.
Franchise
- General counsel to national franchisor of multiple franchise concepts, a buying group and a license distributor network.
- Purchase of services franchisor business.
- Organization, start-up and registration multiple new franchisors.
- Purchases of franchises from existing franchisees.
Articles & Presentations
PUBLICATIONS & PRESENTATIONS
- Presenter, Defusing the Damages Bomb: Best Practices for Establishing, Negotiating and Implementing Sales Contracts, April 2014
- Presenter, “UCC Article2: Evaluating Risk and Drafting to Manage It,” Fredrikson & Byron, April 18, 2013
Honors & Education
EDUCATION
- University of Minnesota Law School, J.D., 1989, magna cum laude, Order of the Coif
- St. John’s University, B.S. Accounting, 1984, magna cum laude
BAR ADMISSIONS
- Minnesota, 1989
- Wisconsin, 2001
HONORS
- Corporate Counsel Association - Outstanding Corporate and Business Law Student Award 1989
Professional Activities
COMMUNITY
- Metropolitan Economic Development Association Volunteer of the Year, 1993