John N. Titley

Corporate Attorney

John is a partner in Varnum’s corporate and transactional practice, focusing on mergers and acquisitions, private equity, corporate governance and general corporate matters.  John has represented clients in hundreds of private-company merger and acquisition transactions involving billions of dollars of transaction value.  His experience includes private-equity acquisitions (both buy-side and sell-side), auction sale processes, distressed transactions, corporate carveouts, management buyouts and cross-border transactions.  He has a deep understanding and appreciation of the steps and details necessary to successfully execute an M&A transaction in an efficient and professional manner.

John also serves as the outside general counsel to many businesses, private equity funds, portfolio companies, and family offices, advising them on both their day-to-day and long-term business strategies and interests, including succession, growth and restructuring objectives.  He regularly counsels businesses and individuals through the negotiation and drafting of contracts supporting all types of commercial transactions, including contracts for the purchase and sale of businesses and business assets, employment agreements, vendor agreements, financing agreements, business management agreements and others. He has drafted and negotiated numerous sets of terms and conditions regarding the purchase and sale of goods and has extensive expertise in UCC Article 2 and “Battle of the Forms” issues.

For the past several years, John has been included on the list of The Best Lawyers in America^® for both corporate and mergers and acquisitions law.

Experience

Represented Entente Spirits (Round Barn Winery, Free Run Cellars and Round Barn Public House) in acquisition of Tabor Hill Winery, including 25 acres of vineyards, a restaurant and three retail locations. Drafted purchase agreement and coordinated filings with Liquor Control Commission.

Represented Fabco Holdings, Inc. in sale of product portfolio and related technologies to Meritor. Negotiated transaction documents and advised on employee benefit, union, intellectual property and financing-related matters.

Represented a foreign buyer in its $110 million acquisition of a large U.S. automobile manufacturing plant.

Represented a private equity seller in its $545 million sale of a national home security company.

Represented a private equity buyer in its $176 million acquisition of a textile production operation.

Represented a private equity buyer in its $40 million acquisition of a home health services provider.

Represented a private equity buyer in its $258 million acquisition of a national casual dining chain.

Represented a large pharmaceutical company in its license and subsequent $175 million acquisition of intellectual property.

Represented a private equity buyer in its $7 billion buyout of a publicly-traded asset management company.

Represented a health care conglomerate fund in several add-on acquisitions ranging from $1 million to $20 million.

Represented an international auto parts manufacturer in the $15 million sale of its aftermarket components division.

Represented a startup medical products distributor in its acquisition of a product line from Stryker.

Represented a plastics injection molding company in its $8 million sale to a private equity group.

Represented an insurance agency in multiple add-on acquisitions ranging from $1 million to $60 million.

Represented a local private equity fund in its add-on acquisitions of printer supplies manufacturers and franchisors.

Represented a large international insurance conglomerate in various acquisitions of insurance carriers and agencies ranging from $5 million to $150 million.

Represented a private equity seller in its $600 million divestment of a large international pharmaceutical company.

Represented a pipeline construction and engineering firm in connection with a private equity investment and subsequent restructuring.

Represented multiple private equity clients in various recapitalizations and restructurings of portfolio companies.

Represented a large chemical processing and production company in its $445 million acquisition of a liquid colorant engineering and processing facility.

Represented a large, publicly-traded industrial services company in its $16 million acquisition of industrial components and related machinery.

Honors and Recognitions

The Best Lawyers in America^®, Corporate Law, 2022; Mergers and Acquisitions Law, since 2024

Professional Affiliations

American Bar Association

Illinois State Bar

Ohio State Bar

State Bar of Michigan