Buying and Selling Businesses

Education

• Loyola University Chicago, B.A., 1971
• John Marshall Law School, J.D., 1976

Admissions, Associations & Memberships

• Illinois State Bar Association
• State Bar of Arizona
• Illinois
• Arizona

Joseph W. Tully has been an attorney for over 40 years, and is licensed to practice law in Illinois and Arizona. In 2015, his law practice merged with that of Huck Bouma.

His practice is concentrated in the areas of estate planning, trust administration, probate, and business services. By employing proven and effective techniques, Joe enables his estate planning clients to minimize taxation and avoid the costs and delays associated with probate.
Joe is counsel to many small business entities. He advises business owners on tax and other matters. He provides advice on business succession planning.

Joe and his wife, Karen Sakash PhD, reside in Chicago and also spend time at their residence in Cochise County, Arizona. They are the proud parents of three adult daughters: Elisabeth, Katherine and Sarah.

Joe enjoys fishing, golf, poker and riding his all-terrain vehicle.

Education

• New York University (B.A., magna cum laude, 2008)
• The John Marshall Law School (J.D., summa cum laude, 2013)

Associations & Memberships

• DuPage County Bar Association
• Constitutional Rights Foundation “Lawyers in the Classroom,” participant
• Illinois State Bar Association, Member
• Chicago Bar Association, Member

Honors & Awards

• Selected to the 2017, 2018, 2019 and 2020 Illinois Rising Star list by Super Lawyers Magazine
• CALI award, Constitutional Law I
• CALI award, Civil Procedure I
• CALI award, Civil Procedure II
• CALI award, Criminal Procedure: Police Investigation
• CALI award, Bankruptcy Law
• CALI award, Securities Regulation
• Distinguished Scholar Award, The John Marshall Law School (three-year tuition scholarship recipient)
• Herzog Scholar Award
• John N. Jewett Award for Highest Grades in the First Year
• Order of John Marshall

Admissions

• Illinois

Krista A. Smith, a Director with the Firm, concentrates her practice at Huck Bouma, PC in the area of Corporate law, representing middle market companies, individual business owners, and multi-national corporations. She assists with the formation and general legal issues of business organizations; the purchase or sale of companies; mergers and acquisitions; divestitures and restructurings; commercial contracting; and a wide variety of other transactional matters. Ms. Smith regularly advises clients and negotiates and drafts various transactional documents such as asset purchase or stock purchase agreements, operating agreements, confidentiality and non-disclosure agreements, customer or supplier contracts, vendor agreements, and corporate governance documents.
Ms. Smith joined the firm in 2018 and previously practiced with a downtown Chicago law firm. She earned her B.A., magna cum laude, from New York University in 2008, where she majored in Anthropology (Honors), and was awarded her J.D., summa cum laude, from The John Marshall Law School in 2013, where she served as a Staff Editor for The John Marshall Law Review and was on the Executive Board for the Corporate Law Association.

Education

• DePaul University College of Law, Chicago, Illinois, 1996 J.D.
  Honors: Highest Honors; Order of the Coif
  Law Review: DePaul University Law Review, Member
• University of Illinois, Urbana-Champaign 1993 B.S.
  Honors: With Honors
  Major: Finance

Associations & Memberships

• Midwest Business Brokers Institute
• DuPage County Bar Association
• Illinois State Bar Association
• American Bar Association

Admissions

• Illinois

David O’Sullivan is an Equity Shareholder at Huck Bouma and Co-Chair of Huck Bouma’s M&A and Corporate Transactional practice groups.

With respect to his M&A practice, Dave has over 20 years of experience leading complex acquisitions, divestitures, reorganizations, recapitalizations and restructurings in a wide variety of transaction structures (including stock transactions, asset transactions, mergers, Section 338(h)(10) transactions, and tax-deferred equity rollover transactions) and in a wide variety of industries (including manufacturing, distribution, services and technology).

Dave’s practice also includes representing private companies with general corporate matters, such as choice of entity planning and execution (including appropriate ownership arrangements such as operating agreements or shareholder agreements), corporate governance, joint ventures, strategic planning, succession planning and contract negotiation and review. In this role, Dave will very often act as outside general counsel to his corporate clients.

Due to his extensive experience in M&A and general corporate transactions, Dave is known for bringing a practical and solutions-oriented approach to client matters.

Education

• DePaul University College of Law, J.D., 1991
  Law Review: DePaul University Law Review, Editorial Board
• DePaul University College of Commerce, B.S. in Accounting, 1988
  Honors: Graduated with Highest Honors
  Stanley Scholar
  Strobel Honors Accounting Program

Associations & Memberships

• Certification/Specialties: Certified Public Accountant, 1988
• Selected as an “Leading American Attorney” by the Leading Attorney Network
• Selected as an “Illinois Super Lawyer” by Law & Politics magazine

Admissions

• Illinois
• U.S. District Court Northern District of Illinois
• U.S. Tax Court

Nick Marsico is a businessman who happens to be an attorney, which allows him to provide practical, real-world answers and the ability to translate complex legal issues into business issues that can be more easily evaluated. Nick, a Senior Director with the Firm, focuses his practice on business transactions for small and mid-sized businesses, such as buying and selling businesses, private placement offerings, limited liability company issues, license agreements and other technology issues, and trademark and copyright protection, as well as common transactional matters such as entity formation and structuring, contract drafting, and contract law.

In his mergers and acquisitions practice, Nick counsels clients on the appropriate transaction structure for buying or selling the business, performing due diligence, and negotiating transaction documents including the letter of intent, the purchase agreement, confidentiality agreements, employment agreements, and consulting agreements.

In his trademark practice, Nick conducts trademark searches; files trademark applications; provide opinions as to the availability of a desired mark or the infringement or validity of the mark; prosecutes trademarks before the Patent and Trademark Office; negotiates license agreements; negotiates trademark disputes and consent agreements; and represents clients before the Trademark Trial and Appeal Board in actions such as opposition proceedings.

Nick also counsels businesses trying to raise capital from private investors. Typically, these businesses need capital for their business plan, but cannot obtain a traditional bank loan. These businesses typically issue equity or convertible notes to the investors. Raising capital from investors must be done carefully in order comply with federal and state securities laws. Nick counsels clients on the structure of these transactions, which are typically Reg D private placements, drafts the private placement memorandum, and advises on compliance with federal and state securities laws.

Nick also has a tax background and advises on federal and state tax planning matters, tax compliance matters, tax litigation, and Illinois franchise tax matters.

Nick is also Certified Public Accountant and has taught business law classes as an adjunct professor for DePaul University’s CPA Review Program. He has been a speaker at various seminars involving recent developments in limited liability companies, business law, and tax. He is a regular speaker for the National Business Institute on LLC issues. He has been selected as a member of the “Leading American Attorneys” by the Leading Attorney Network (lawlead.com), which is awarded to the top 5% of attorneys. He has been named an “Illinois Super Lawyer” by Law & Politics magazine (superlawyers.com), which is awarded to the top 5% of Illinois attorneys.

Nick joined Huck Bouma in 2007. Prior to joining Huck Bouma, Nick was a partner at the Chicago law firm of Rooks, Pitts and Poust, which later merged into Dykema Gossett PLLC, which is a large national law firm.

Nick lives in Wheaton with his wife, Kelly and their two sons. He enjoys biking and golfing. He actively participates in his sons’ Boy Scouts troop and their other activities. He is a passionate life-long Chicago Blackhawks fan, an optimistic Chicago Bears fan, and a long-suffering Chicago Cubs fan.

Publications:
Current Status of the Series LLC: Illinois Series Improves Upon Delaware Series LLC But Many Open Issues Remain, vol. 9, no. 6, Journal of Passthrough Entities, November-December, 2006
Illinois Series LLC: New Vehicle For Holding Multiple Properties, vol. 10, no. 3, Illinois Real Estate Journal, March, 2007
Will the Series LLC Work For Holding Real Estate?, vol. 22, issue 12, Midwest Real Estate News, December, 2006
Chopping Down the Fruit Tree: Caruth Corp. v. United States Applies Assignment of Income Doctrine to Gift of Stock Between Declaration and Record Dates, v.40, no. 3, DePaul Law Review, Spring, 1991

Speaking Engagements:
Anatomy of the LLC, December, 16 and 17, 2008
Advanced LLC Issues, April 18, 2007
Advanced LLC Issues, December 5, 2006
Limited Liability Company Update in Illinois, September 14, 2005
Operating as a Privately Owned Company in the 21st Century, May 17, 2005
Advanced LLC Issues in Illinois, March 22, 2005
The Ins and Outs of Limited Liability Companies in Illinois, November 12, 2004
Limited Liability Companies and Limited Liability Partnerships in Illinois, October 21, 2003
Tax Aspects of Limited Liability Companies in Illinois, August 23, 2002
Adjunct Professor, Business Law, DePaul University’s CPA Review Program

Education

• DePaul University College of Law, Chicago, Illinois, J.D. 1996
• University of Florida, M.A. – Masters in Accounting and Taxation, 1991
• University of Florida, B.A. 1990

Certifications

• Certified Public Accountant

Admissions

• Illinois
• Florida

Brett M. Dale is a Shareholder with the firm and Chairman of the Estate Planning Group. He represents highly compensated individuals and closely held businesses in various industries. Brett concentrates his practice in estate planning, estate and trust administration and corporate planning. Brett is licensed to practice in Illinois as well as in Florida.

Brett counsels individuals, executives and business owners on various estate planning, succession planning and corporate planning techniques. Many of his clients are closely held businesses. His planning techniques focus on federal and state estate, gift, generation-skipping and income taxation. Brett also represents fiduciaries and beneficiaries in estate and trust issues.

Brett is a frequent lecturer for various groups including the Illinois Certified Public Accounting Society. He is the past President of the Fox Valley Chapter of the Illinois Society of Certified Public Accountants and past President of the Wheaton Rotary Club. Brett is a Director at Cadence Health, member of the Marianjoy Foundation and also a member of the Board of Trustees of the DuPage Community Foundation.

Brett resides in Wheaton with his wife, Kristine, and their four children. Brett is actively involved in his community, the schools his children attend, along with his personal enjoyment of playing basketball, fishing, hunting and golf.

Below are just a few frequently asked questions designed to help you to understand the broad concept of estate planning and how it will benefit you.

“How Does the Estate Planning Process Work?”
An up-to-date estate plan helps you preserve, protect and manage your assets. This video provides a quick overview of the process.

“When Do I Need to Update My Estate Plan?”
It is important to keep your estate plan up to date. This video explains the critical times to review your estate plan.

Special Consideration for Business Owners
Business owners face unique issues when creating their estate plans.

Remote Estate Planning
During this unprecedented time, people’s need for urgent estate planning has increased, requiring attorneys to employ innovative methods of providing services.

Education

• University of Iowa College of Law, J.D., 2005
  with Highest Distinction
• University of Notre Dame, B.B.A., 1998
  Honors: Magna Cum Laude

Associations & Memberships

• Certified Public Accountant
• DuPage County Bar Association, Secretary Treasurer, 2017-2019

Recognitions

• 2019 Lawyer of the Year,
  DuPage County Bar Association

Admissions

• Illinois

Tricia R. Buhrfiend is a Senior Director with the firm, representing individuals, high net worth families and business owners, and concentrates her practice on estate planning, taxation, succession planning and other general corporate matters.

Tricia assists her clients in preparing custom revocable trusts, wills, irrevocable trusts, limited partnership, limited liability company agreements, shareholder agreements and various other agreements. Tricia also has substantial experience in assisting individuals, business owners, and tax-exempt organizations in general tax structuring and tax-related issues.

After college, Tricia worked in public accounting at a large public accounting in Chicago, Illinois. After law school and prior to joining the firm, Tricia practiced law at a large law firm in Chicago, Illinois.

Tricia has a J.D. from the University of Iowa College of Law (with Highest Distinction) and graduated with a bachelor’s in business administration from the University of Notre Dame (magna cum laude).

Tricia is a certified public accountant (CPA). She has also served in several leadership positions with the DuPage County Bar Association.

Tricia resides in Elmhurst with her husband and three children. Personally, Tricia enjoys entertaining, spending time with friends and family and watching college football.

(630)330-2544(c)

Education

• Northwestern University
  School of Law, J.D.
• Bradley University,
  B.S., with honors

Admissions

• Illinois
• U.S. District Court for the Northern District of Illinois
• Federal Trial Bar
• U.S. Court of Appeals, Seventh Circuit
• U. S. Supreme Court

David Zajicek is a highly experienced attorney whose practice includes corporate, finance and real estate transactions, as well as related lítigation. He represents companíes in sales of businesses; mergers and acquísitions; leveraged buyouts; executive compensation; employment law; shareholder disputes, and business succession planning.

As part of his corporate practice, David represents major lending institutions as well as borrowers ín all types of private financíng arrangements, including aircraft financing, New Markets Tax Credit (NMTC) financing, Tax Incremental (TIF) financing, and workout litigation.

David’s real estate practice includes representation of developers from acquisition thru construction, sale and leasing. He has extensive experience in zoning and land use matters before many local communities in the Chicagoland area and in state courts regarding annexation, zoning, special use permits, wetlands permits, impact fees, storm water management and building permits.

On the trial side of his practíce, David has tried cases in state and federal courts regarding diverse commercial matters, ìncluding shareholder disputes, manufacturer/distributor disputes, and real estate matters of all types.

Honors & Awards
Named as a “Super Lawyer” in inaugural issue of lllinois Super Lawyer magazine, where selected by peers in area of closely and privately held Business Law.

Member of the Leading Lawyers Network, where selected by peers in the area of Land Use, Zoning & Condemnation Law.

Holds the AV@ Peer Review Rating from Martindale-Hubbell, its highest rating for ethics and legal ability

Presentations
Documenting Unusual Real Estate and Commercial Loans-Buílding Lender Protections From Start to Finish, live video conferences.

Publications
David has written and lectured to professional groups regarding the New Markets Tax Credit Program, enacted as part of the Federal Community Renewal Tax Relief Act of 2000.

He has also been a guest lecturer on zoning and land use law conferences sponsored by the lnternational Conference of Shopping Centers and has taught real estate law courses at Roosevelt University in Chicago.

Personal
David was a Captain in the United States Air Force and is a recipient of the Air Force Commendation Medal.
He and his wife, Lucrezia, live in Naperville, Illinois.

AV®, AV Preeminent®, Martindale-Hubbell DistinguishedSM and Martindale-Hubbell NotableSM are certification marks used under license in accordance with the Martindale-Hubbell® certification procedures, standards and policies.

Education

• Case Western Reserve,
  School of Law, J.D.
• American University, B.A.

Associations & Memberships

• American Bar Association
• Illinois State Bar Association
• United States District Court for the Northern District of Illinois
• United States Tax Court
• Executive Editor, Journal of International Law
• Member, Jessup International Moot Court Team

Admissions

• Illinois

Kimberly A. Nagle, a Senior Director with the Firm, concentrates her practice in commercial business and finance transactions for small and mid-sized businesses. She has substantial experience counseling such businesses on a wide variety of business issues, including, without limitation, formation issues, mergers and acquisitions, reorganizations, joint ventures, tax planning and controversy issues and other general commercial matters. Ms. Nagle also represents local, regional and national lenders and borrowers in the structuring, negotiating and documentation of commercial and healthcare finance transactions.

Representative Transactions

Represented a manufacturer of flexible plastic liners in the sale of its business to private equity for $75mm.

Represented a title production software company in the sale of its business to a rival software company for $100mm.

Represented a provider of HVACR repair, maintenance and construction services as corporate counsel in their acquisition of similar companies in with transaction sizes ranging in size from $5 million to $17 million dollars. Represented the same company in connection with its sale to a private equity firm for an aggregate purchase price of $47mm.

Represented a management and technology consulting company in the sale of its business to private equity for over $21mm.

Represented a transportation and logistics services company in the sale of its business to a strategic investor for over $5mm.

Represented a food and packaging manufacturer in the strategic sale of its assets to a public company for over $15mm.

Represented an energy company as corporate and finance counsel in its acquisition of a strategic joint venture partner in a transaction of approximately $12mm dollars.

Represented an engineering firm in connection with the acquisition of a rival firm for $8mm.

Represented a travel company in the sale of its assets to a public company for over $9mm.

Represented a manufacturer and fabricator of commercial heating equipment in the sale of its company to a family investment office for over $17mm.

Represented a software engineering firm in the sale of its operations in the US and abroad to a key business partner for over $21mm.

Represented the majority shareholders of a food manufacturer in connection with investments made by strategic partners in excess of $5mm.

Represent a distributor of vehicle products in the sale of its business to a public company for over $5mm.

Represented an ingredient supplier in the sale of its company for over $25mm to a public company and the subsequent liquidation of its ESOP plan.

Represented a lender in connection with a 10 property commercial real estate loan totaling over $50mm.

Represented a lender and administrative agent in a syndicated loan over $100mm involving a commercial business with multiple property locations in 3 different states.

Represented a borrower in the acquisition of financing totaling over $20mm from commercial and mezzanine lenders.

Represent an ESOP borrower in the acquisition of a $50mm revolving loan.

Represented a group of employees in the buy-out of the existing owners of a prototype design firm for consideration of approximately $5mm dollars.

Education

• Chicago-Kent College of Law,
  Illinois Institute of Technology, Chicago, Illinois J.D. with honors
• Marquette University,
  Milwaukee, Wisconsin, B.A.

Associations & Memberships

• Selected as a leading lawyer in the areas of Secured Transactions Law, Closely & Privately Held Business Law and Real Estate Law: Commercial by the Leading Lawyers Network
• Member, American Bar Association (Sections of Business Law and Real Property, Probate and Trust Law, Commercial Real Estate Transactions And Management Group; committees on Banking Law, Loan Documentation, Real Estate and Commercial Lending and Commercial Finance)

Admissions

• Illinois

T. Gregory Mieczynski, has been advising business, banking and real estate clients for over twenty-five years on local, regional, and national operations and transactions. Greg has been a part of the Huck Bouma team since 2004 and before that, practiced with firms in Chicago and the western suburbs.

Greg, a senior Director with the Firm, concentrates his practice in the areas of commercial real estate, business transactions, mergers and acquisitions, and finance.

Greg’s practice includes extensive commercial real estate expertise including construction, acquisitions, leasing and property development. In addition, Greg has worked with entrepreneurs and established companies to assist them with business development and financing, partnering and protecting the value of their business entities. Greg also works with the Firm’s business clients, both lenders and borrowers, to negotiate and document the terms of all manner of credit facilities, including asset-based lending, mortgage-backed lending, taxable and tax-exempt bond financings, and private equity transactions.

Greg lives in the near western suburbs and enjoys many activities away from the office including bicycling, golfing, traveling, cooking and reading.