Frederic M. Tudor, a Member of the Sills Cummis & Gross Corporate Department, serves as outside general counsel to a wide range of companies – from startups to established companies – providing guidance and assistance on general corporate, intellectual property/technology and financing matters. He focuses on counseling technology and other companies with respect to their international business operations and transactions, including negotiating and drafting complex SaaS, licensing, support, professional services, product development, distribution and outsourcing arrangements, as well as day-to-day corporate governance issues, shareholder and employment agreements and disputes, and website and privacy terms and policies. He has also helped guide numerous companies, and their investors, through early stage and venture financings, bank financings, strategic partnerships, and exit/merger and acquisition transactions.
Mr. Tudor also has experience as an in-house lawyer. He previously managed all of the legal affairs of an international software and IT consulting company based in New York City as its Vice President, General Counsel & Secretary. In that role he worked on projects and with partners in the United States and throughout Europe, the Middle East and Africa.
Having been both inside and outside counsel during his more than 30 years of practice, Mr. Tudor has been both a provider and a buyer of legal services. He understands how businesses operate and the type of practical and efficient advice that the members of the senior management team require from their counsel in order to make difficult business decisions.
Practices
- Corporate
- Mergers and Acquisitions
- Corporate Banking and Finance
- Cybersecurity and Data Privacy
Representative Matters
- Represented a manufacturer of specialty wire and tubing solutions in the $109 million sale of its assets to a private equity group.
- Represented a provider of certified reference materials and sample preparation equipment to laboratories with international operations in the $150 million sale of its equity to a life sciences company.
- Represented a manufacturer of micro-molded plastic components for the life science markets in the $30 million sale of its equity to a private equity group.
- Represented a reseller of ERP software and related solutions in the $11 million sale of its equity to a private equity group.
- Represented an IT professional services company in the $10 million sale of its assets in the US, the UK and the Middle East to a global provider of technology solutions.
- Represented an IT professional services company in connection with the acquisition of a UK-based IT consulting company (US $11 million stock acquisition) and a California based IT consulting company with offices in the US and Europe (US $1.5 million asset acquisition).
- Represented provider of a hosted SaaS omnichannel service in connection with its Co-Marketing Agreement with Microsoft Corporation.
- Negotiated all enterprise and service provider customer agreements for provider of a hosted SaaS collaboration solution.
- Represented a technology company in connection with four VC financing rounds with an aggregate investment exceeding $70 million.
- Implemented recapitalizations of certain preferred stock and $25 million of convertible notes to address mandatory redemption requirements and management retention issues.
- Implemented and revised management incentive bonus plans for early stage companies to help resolve management retention issues, and implemented stock option exchange and re-pricing programs to address change in company valuation.
- Represented a software company in connection with a $6 million bridge loan facility from various investors.
- Represented an IT professional services company in the $10 million sale of its assets in the US, the UK and the Middle East to a global provider of technology solutions.
- Negotiated the acquisition of rights to SIP based software application products from a division of a multinational provider of business communications solutions.
- Represented an IT professional services company in connection with the acquisition of a UK-based IT consulting company (US $11 million stock acquisition) and a California based IT consulting company with offices in the US and Europe (US $1.5 million asset acquisition).
- Negotiated and drafted a multinational software OEM agreement and professional services agreement with an international manufacturer of Internet Protocol-based networking products and related services.
- Negotiated a multimillion dollar OEM Agreement with a multinational networking technology company.
- Negotiated a software master license agreement and reseller agreements with a multinational provider of contact center solutions and managed on-premise services.
- Represented an IT services company in its $140 million acquisition by an international supplier of information processing systems, software and services.
- Represented management in a $50 million management buyout of a blood testing diagnostic business with operations in 30 countries.
- Represented an Italian subsidiary of multinational company in its $29 million acquisition of a majority interest of a publicly held blood testing diagnostic company.
- Represented a public New Jersey bank holding company in connection with its multimillion dollar acquisition by a national bank.
- Represented a regional office products supplier in its acquisition of the stock of an office products retailer.
- Represented a publicly held internet media company in its asset acquisition of various websites focusing on the internet independent music business.
- Represented an NBA franchise in connection with the negotiation and documentation of a multimillion dollar revolving credit facility and amendments, including negotiating consents from the NBA.
- Represented various national banks and the New York branch of a French bank in connection with the negotiation and documentation of numerous multimillion dollar single lender and syndicated loan and letter of credit facilities, loan participations and workouts.
- Represented professional services and software company in connection with multimillion dollar/pound revolving credit and term loan facilities in the US and the UK.
Rankings and Recognition
- Selected for inclusion in:
- The Best Lawyers in America®* 2024, Corporate Law
* See Award Methodology. No aspect of this advertisement has been approved by the Supreme Court of New Jersey.
Education
- J.D., New York University School of Law
- B.S., State University of New York at Albany
