Dean G. Zioze
Member / Chair, Mergers & Acquisitions Practice
Dean is a seasoned transactional lawyer and trusted advisor to his clients. He also serves as Chair of the firm’s Mergers & Acquisitions Practice and is a member of the firm’s Private Equity Practice.
Dean has extensive experience representing Fortune 500 companies, private equity firms, private equity and venture-backed companies, family offices, closely-held companies and executives in executing middle-market mergers and acquisitions across a broad range of industries, including medical technology and health care, technology and software, industrial and manufacturing, media and marketing, publishing, business services, and retail and consumer products. His experience includes strategic acquisitions and divestitures, private equity transactions, management buyouts, cross-border deals, distressed sales, carve-out transactions, complex earn-out arrangements, equity and debt financings, and recapitalizations. Dean also regularly counsels closely-held and venture-backed emerging growth companies as well as private equity-backed portfolio companies, including in connection with capital raising transactions, general corporate matters and exit strategies.
Dean has represented:
- Philips Healthcare in connection with dozens of middle-market mergers and acquisitions and other strategic transactions in the areas of diagnostic imaging and ultrasound, image-guided therapy, patient care and monitoring solutions, sleep and respiratory care, therapeutic temperature management, healthcare informatics and population health management, and health and wellness. Representative transactions include:
- Acquisition of Vesper Medical, Inc., a medical technology company that develops minimally-invasive peripheral vascular devices.
- Sale of its Aging and Caregiving business to Connect America, a portfolio company of Rockbridge Growth Equity
- Acquisition of Capsule Technologies, a leading provider of medical device integration and data technologies for hospitals and healthcare organizations
- Acquisition of Intact Vascular, the maker of the Tack specialized implantable device for treating peripheral artery disease
- Acquisition of the teleradiology platform of Direct Radiology
- Acquisition of EPD Solutions, the innovator of a breakthrough cardiac imaging and navigation system;
- Acquisition of Remote Diagnostics Technologies, a UK-based innovator of advanced solutions for the pre-hospital market providing monitoring, cardiac therapy and data management;
- Acquisition of OBMedical, the maker of wireless external fetal monitoring equipment;
- Acquisition of Xhale Assurance, a US-based company developing and commercializing next-generation sensor technologies;
- Acquisition of Blue Willow Systems, a cloud-based senior living community resident safety platform;
- Acquisition of CardioProlific, a company developing catheter-based thrombectomy approaches to peripheral vascular disease;
- Investment in American Well, a provider of telemedicine solutions; and
- Investment in Mytonomy, a provider of patient activation and engagement cloud-based software solutions.
- Signify, the world leader in connected LED lighting systems, software and services, in connection with numerous middle-market mergers and acquisitions.
- Alera Group, a national insurance, wealth and retirement plan services firm, in connection with several acquisitions.
- Cheetah Medical, a provider of noninvasive hemodynamic monitoring devices, as outside general counsel and in connection with several fundraising transactions and its sale to Baxter International Inc. (NYSE:BAX)
- Belmont Instrument Corporation, a leading provider of fluid warming infusion systems sold into acute care, military and EMS settings, in connection with a recapitalization transaction with Audax Private Equity.
- SiOnyx, an image sensor and camera company specializing in low light and near infrared imaging, from inception through multiple fundraising transactions to its acquisition by a leading private equity firm and subsequent sale to DC Capital Partners.
- Edgile, a cybersecurity consulting firm, in connection with a minority investment transaction with ABRY Partners and its subsequent sale to Wipro Limited.
- Investment groups, led by Trailcreek Capital Group, in connection with the acquisition of the Louisville franchise of Home Instead, Inc., a home health care provider, and an investment in Natural Upcycling, a leading provider of food and organics recycling services.
- HouseWorks, a home health care provider, in connection with a majority equity investment by InTandem Capital Partners.
- Associated Home Care, a private-duty home health aide provider, in connection with its sale to Amedisys (NASDAQ: AMED), a leading home health and hospice care company.
- Mobilize Rescue Systems, the maker of a novel app that provides untrained bystanders with a platform to assess and manage a variety of medical emergencies, in its sale to ZOLL Medical.
- Frazier Healthcare Ventures, a middle-market private equity firm, in a cross-border platform acquisition of a medical footwear company and a follow-on acquisition.
- Patriot Energy Group, a retail electricity and natural gas management firm, in its strategic alliance with EMEX, LLC.
- Jacqueline's Wholesale Bakery, a leading manufacturer of frozen cookie dough for the in-store bakery and foodservice channels, in connection with its sale to Rich Product Corporation.
- Altenex, a provider of comprehensive renewable energy advisory and procurement services, in connection with its sale to Edison Energy.
- Evolv Technologies, a security solutions company, as outside general counsel and in connection with several fundraising transactions.
- Verathon, a medical device portfolio company of a middle-market private equity firm, in connection with the sale of the company to Roper Industries.
- D.W. Healthcare Partners, a middle-market private equity firm, in connection with several transactions, including the acquisition of a clinical research organization.
- Reveal Imaging Technologies, a venture capital-backed manufacturer of explosive and other threat detection products and services, as outside general counsel and in connection with the sale of the company to Science Applications International Corporation (NYSE: SAIC), a leading provider of scientific, engineering, systems integration and technical services and solutions.
- Alloy, a media and marketing company, in connection with dozens of acquisitions in the e-commerce and media and marketing industry, including acquisitions involving college and high school media, display media, advertising services, and social network marketing.
- A privately-held distributor of industrial supplies in connection with its sale to a strategic competitor.
- A New Hampshire-based manufacturer of advanced composite adhesive materials in its sale to a Fortune 500 manufacturer of building materials.
- A closely-held, Boston-based utility contractor in connection with the sale of a majority interest in the company to a private equity firm.
- The owners of a UK-based food distributor in connection with its sale to a US-based private equity firm.
- A family-owned automobile repair company in connection with a recapitalization transaction.
- A private equity sponsor in connection with the acquisition of a specialty metals manufacturer.
- A founder of a credit card processing company in a connection with a private equity-led recapitalization.
- The founder of a food product company in connection with the sale of the company to one of the world’s largest food companies.
- The management team of a financial advisory and investment banking firm in a going-private transaction led by a private equity firm.
- A venture capital-backed drug screening life sciences company in its sale to a publicly-traded life sciences company.
- A magazine publisher in connection with numerous acquisitions and divestments.
- Two closely held providers of laser and lamp-based illumination systems in their sale to an Ireland- based company.
- A European-based, privately-held pharmaceutical company in a merger of equals with a US-based, privately-held pharmaceutical company.
- The management team of a regional insurance company in a private equity-led recapitalization.
- A closely held point-of-sale software and hardware provider in its sale to a provider of business management and e-commerce systems software.
- A global consulting firm in connection with an acquisition of a closely-held health care-focused consulting firm.
- A privately-held provider of search technology solutions in its sale to a global software and service provider.
- Two privately-held, advertising-based software companies in their sale to a US-based software company.
- A US-based sports information services business in its sale to a Canadian-based sports information provider.
Delaware Court Finds “Material Adverse Effect” Allows Buyer to Terminate Merger Agreement
October 3, 2018 | Advisory | By Dean Zioze, Matthew Tikonoff
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Recognition & Awards
- Chambers USA: Massachusetts – Corporate/Mergers & Acquisitions (2017 – 2022)
- Recommended by The Legal 500 United States for M&A: Middle-Market (2015 – 2022)
- Included on the Massachusetts Super Lawyers list: Mergers & Acquisitions (2011 – 2022)
- Included on the Massachusetts Super Lawyers list: Rising Star – Mergers & Acquisitions (2005)