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Jennifer Watson advises clients on a broad range of business matters, including negotiating and documenting a wide variety of transactions, corporate reorganizations and restructurings, private placements and general corporate and shareholder matters. She assists clients with entity selection and formation of corporations, limited liability companies and other business entities, including counseling clients on the international, federal and state tax implications of these structures.

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Ms. Watson works closely with companies on mergers and acquisitions. She advises her clients on structuring transactions, including solutions for parties involved in unique and non-traditional transactions, and drafting and negotiating principal transaction agreements, in addition to conducting due diligence and requisite filings.

As part of her employee benefits practice, she designs, drafts, reviews and counsels clients on executive compensation and employment agreements, qualified and non-qualified retirement plans and welfare benefit plans.

Practice Areas

Education

  • Northwestern University School of Law, J.D., 2001
  • North Central College, B.A., summa cum laude, 1997

Admissions

  • Illinois
  • Michigan
  • New York
.
Experience

Experience

Mergers & Acquisitions
  • Advised multiple U.S. companies in the technology sector with investments from a large private equity groups.

  • U.S. subsidiary representation in its acquisition of a manufacturing business in Wisconsin from a publicly traded top ranked fortune 500 corporation.

  • Represented a U.S. company in the sale of its sushi business to a Japanese private equity group.

  • U.S. subsidiary representation in the acquisition of a food manufacturing business from a family owned business.

  • Sales representation of U.S. trucking companies to other trucking companies.

  • Buyer representation in various acquisitions of manufacturers and nationally franchised businesses.

  • Represented multiple buyers and sellers on mergers and acquisitions in the U.S. in various industries, including, technology, beverage, medical and manufacturing.

  • Advised a U.S. technology company in the sale of its assets to a publicly traded technology company.

  • Represented a U.S. company in the acquisition of the stock of a silicon valley technology company.

  • Guided a U.S. subsidiary of a Japanese corporation in its acquisition of the membership interests of a technology company that develops software supporting engineering applications (multiple counsels were involved, located in the U.S. and overseas).

  • Represented a U.S. subsidiary of a foreign corporation in acquiring loans and liens of an alcoholic beverage importer and distributor in Chicago, including the negotiation (and exercise) of a purchase option (multiple counsels were involved, located in Chicago, Zagreb and Italy).

  • Italian conglomerate representation in acquiring ownership of a Maryland based company in the business of selling disinfectants and antiseptics.

  • Counseled a U.S. subsidiary of a multinational German corporation in the plasma surface treatment industry in acquiring a designer, builder and seller of low pressure vacuum equipment and processes in the U.S.

  • Assisted a U.S. manufacturer of postal equipment in connection with its $123 million divestiture of its mailbox business.

  • Advised a client on a minority investment of a Japanese company into a U.S. company developing unique solutions for internet marketing.

  • Lender representation in the restructuring of its senior secured credit facility being provided to the owner of one of Chicago's largest hotels.

  • Counseled a multinational corporation in a closely-held stock acquisition.

  • Advised issuers in private placement of securities.

  • Assisted a privately held, national company in amending and restating its credit facility.

Joint Ventures
  • Represented a carburetor manufacturer in connection with its $10 million joint venture formation of an Alabama manufacturing company.

  • U.S. manufacturer representation in connection with the dissolution of a joint venture company and formation of a new wholly-owned manufacturing company.

  • Japanese majority interest holder representation in the formation and establishment of a joint venture in the U.S. between two Japanese corporations and their U.S. affiliates.

  • Illinois manufacturer representation in a series of divestitures of its subsidiaries.

Employee Benefits
  • Advised clients with respect to executive compensation plans, including equity incentives, and non-qualified deferred compensation plans.

  • Counseled clients with respect to correction of qualified plan failures and fiduciary obligations in connection with qualified plans.

  • Guided clients in all phases of the implementation, maintenance and termination of 401(k), profit sharing and other benefit arrangements.

Immigration
  • Advised companies in obtaining H-1B status for advanced practice nurses and other professions that do not clearly qualify for H-1B classification.

  • Provided assistance to companies in obtaining working visas (including but not limited to H-2B, O, P, L, E, Q, R and TN status) for individuals who did not qualify for H-1B status.

Memberships

Memberships

American Bar Association - Mergers & Acquisitions and Corporate Documents and Process Committees
Chicago Bar Association
Illinois CPA Society
Professional Activities
Legal Updates/Client Advisories
Masuda Funai Benefits Newsflash (Updated) - ARPA COBRA Subsidy - Final Notice: Deadline on September 15, 2021
Assistance Eligible Individuals (“AEIs”) who elect COBRA continuation coverage do not pay any COBRA continuation premiums during the period…
To SPAC or IPO
A lot has been reported on Special Purpose Acquisition Companies (“SPAC”) and their revived use to raise money through an initial public…
SPACs – Impact on Strategic Investors
A lot has been reported on Special Purpose Acquisition Companies (“SPAC”) and their revived use to raise money through an initial public…
Reporting Obligations of Small Private Companies Regarding Beneficial Owners Under the Corporate Transparency Act
Executive Summary The United States Senate and the House of Representatives voted to override the President’s veto of the National…
New Year, New PPP Loans
Executive Summary On December 27, 2020 President Trump signed the Consolidated Appropriations Act, 2021 (the “Act”) into law, which…
IRS Doubles Down on No Double Dip
Executive Summary Companies that receive or are reasonably expected to receive forgiveness for Paycheck Protection Program (“PPP”)…
CFIUS Final Regulations Revise Mandatory Declaration Requirement for Certain Critical Technology Transactions
Executive Summary On September 11, 2020, the Office of Investment Security, Department of Treasury issued a final rule that…
TEMPORARY Safe Harbor 401(k) Plan Mid-Year Amendment Relief
Executive Summary Internal Revenue Service (“IRS”) Notice 2020-52 provides clarification that mid-year changes to reduce or suspend…
Paycheck Protection Program Flexibility Act of 2020
Executive Summary The Paycheck Protection Program Flexibility Act of 2020 (“Flexibility Act”) was signed into law by President Trump…
Opening Up Your Workplace Again - Part 7
Executive Summary On Thursday April 16, 2020, President Trump unveiled his “Guidelines for Opening Up America Again” (the…
PPP Loan Eligibility and Interim Final Rule on Treatment of Entities with Foreign Affiliates – Some Much Needed Clarity
Executive Summary The Small Business Administration’s (“SBA”) Interim Final Rule on Treatment of Entities with Foreign Affiliates…
PPP Loan Eligibility and FAQ 44 – Nothing is Clear
Executive Summary The Small Business Administration’s (“SBA”) Frequently Asked Questions (“FAQs”) publications on the Paycheck…
Liquidity Test and Possible Audits for PPP Loans
Executive Summary Companies that apply for Paycheck Protection Program ("PPP") loans should document that "economic uncertainty makes…
Payroll Protection Program SBA Loans UPDATED
Executive Summary Small businesses with no more than 500 employees may take advantage of expanded eligibility criteria for the Small…
President Signs $2 Trillion Dollar Stimulus Into Law - Key Provisions and Implications for Employers
Executive Summary On March 27, 2020, President Trump signed into law the Coronavirus Aid, Relief, and Economic Security Act (“CARES…
Coronavirus Relief Bill Update
Executive Summary Under the mandate of the Families First Coronavirus Response Act (“Act”), the U.S. Department of Labor (“DOL”)…
Legal Guidance for 2020 CFIUS Regulations
On January 13, 2020, the Office of Investment Security, Department of Treasury published its final regulations implementing the Foreign…
A Toke of Marijuana/Cannabis is No Joke for Employers
Legalization of cannabis in many states for recreational and medicinal use is creating uncertainty for many employers. Can an employer have…
Buyer Beware of Pension Plan Withdrawal Liability
We have written before on our experience, generally, with the 4 main areas of successor liability that can arise in asset acquisitions in…
Employment, Labor & Benefits Update - February 2016
Employment – New Guidance Makes Clear That DOL Will Look For, and Likely Find Joint Employment Under FLSA By Nancy Sasamoto Last July…
Speaking Engagements
GACC Virtual Midwest SME Forum 2020, "Profit is Fiction, Cash is Fact: Cash Flow Management", August 12, 2020
8.12.20
GACC Midwest's 2017 SME Forum, "Successful Growth Through M&A", April 11, 2017
4.11.17
Events
Employment Virtual Seminar Series: Employee Benefits in 2020 & Beyond
9.29.20
The Coronavirus Aid, Relief and Economic Security (“CARES”) Act was signed into law on March 27, 2020. In this virtual seminar, Jennifer…
Complimentary Webinar: Employment Law Challenges for 2019 - Marijuana, Harassment & Exempt Salary Test
10.23.19
Topics include: How does the Illinois’ Workplace Transparency Act change employers' employment agreements, severance agreements and…
News
Jennifer Watson and Riebana Sachs Presented at GACC Midwest's US Market Entry Bootcamp
On October 28, 2021, Jennifer R.M.C. Watson, Principal, and Riebana E. Sachs, Associate, in Masuda Funai’s Corporate, Finance and…
Masuda Funai and Plante Moran Hosting Complimentary Webinar: "North American Mergers and Acquisition Trends in 2021"
Jennifer Watson, Principal, and Ryu Fukuyama, Associate, of Masuda, Funai, Eifert & Mitchell, Ltd. and Scott Sneckenberger, Partner of…
Frank Del Barto and Jennifer Watson Spoke at the GACC Virtual Midwest SME Forum 2020
On August 12, 2020, Frank Del Barto, Chair of Masuda Funai’s Employment, Labor & Benefits practice group and Jennifer Watson, Co-Chair of…
Jennifer Watson Admitted to Practice Law in New York
Jennifer R. Watson, Co-Chair of Masuda Funai's Corporate, Finance & Acquisitions Group, has been formally admitted to practice law in the…
Jennifer Watson and Reinhold Krammer Authored an Article in the GACC Midwest Report
The article "Is a Joint Venture Preferable to a Merger/Acquisition?" is featured in the December 2019 German American Chamber of Commerce…
Masuda Funai Advises Advanced Fresh Concepts Corporation on its Sale to Zensho Holdings for $257M
Masuda Funai represented the shareholder of Advanced Fresh Concepts Corp. (“AFC”) in connection with the sale of AFC to Zensho Holdings for…
Publications
Co-Authored "Reporting Obligations of Small Private Companies Regarding Beneficial Owners Under the Corporate Transparency Act" - BizBuddy, January 2021
Co-Authored "IRS Doubles Down on No Double Dip" - BizBuddy, December 2020
Co-Authored "CFIUS Final Regulations Revise Mandatory Declaration Requirement for Certain Critical Technology Transactions" - BizBuddy, October 2020
"Opening Up Your Workplace Again – Part 7" - BizBuddy, May 2020
Distinctions

Distinctions

  • Leading Lawyers - Emerging Lawyer, 2017