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As Co-Chair of the firm's Corporate, Finance & Acquisitions practice group, Jennifer Watson advises clients on a range of business matters, including negotiating and documenting a variety of mergers and acquisitions, including counseling and filing mandatory declaration under CFIUS, corporate reorganizations and restructurings, private placements and investments, joint ventures, general corporate and shareholder issues, and employee benefits matters. Jennifer is personally committed not only to understanding her client’s business operations, but also to getting to know each individual she serves. Jennifer is valued for her unwavering work ethic when pursuing client objectives and negotiating on their behalf to realize the right outcome.

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In addition to being a lawyer, Jennifer is a Certified Public Accountant (CPA), which allows her to add value beyond the law. Jennifer assists clients with entity selection and formation of corporations, limited liability companies and other business entities, including counseling on the international, federal and state tax implications of these structures. She advises on structuring transactions, including devising solutions for parties involved in unique and non-traditional transactions, drafting and negotiating principal transaction agreements, as well as conducting due diligence and the requisite filings. As part of her employee benefits practice, Jennifer designs, drafts, reviews and advises on executive compensation and employment agreements, qualified and non-qualified retirement plans and welfare benefit plans.

Jennifer is at her best meeting new people, interacting with different cultures, learning new businesses, and helping foreign clients to establish and expand their companies in the U.S. She has successfully represented a variety of businesses from Japan, England, Sri Lanka, Australia, Germany and India, among others. Appreciated for being responsive and working within each client’s particular time zone, Jennifer is focused on an efficient closing and a smooth transition supported by sound legal structure.

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
  • Represented a U.S. food group in an acquisition of an add on food business.

  • Advised a U.S. technology company with its investment from a large private equity group.

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

  • Represented a U.S. company in the acquisition of all outstanding shares of a silicon valley technology company.

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

  • 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.

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
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
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
Distinctions

Distinctions

  • Leading Lawyers - Emerging Lawyer, 2017