David A Swerdloff

Practice Areas

David Swerdloff advises business clients on mergers, acquisitions and general corporate matters. He has negotiated transactions of all sizes, some worth hundreds of millions of dollars. He has represented clients in the defense, medical instrument, food services, technology, aviation, public utility and real estate industries.

David's corporate advice addresses the key issues faced by business clients from formation through strategic growth and expansion. He has advised foreign and domestic clients on complicated business issues, including:

- Positioning the company for sale or merger

- Drafting, negotiation and execution of complex contracts

- Governance of pass-through entities, partnerships and LLCs

- Rights of minority owners

- Management succession planning

David has spoken frequently on issues related to mergers and acquisitions and topics of interest to emerging companies. In its 2012 edition, Chambers USA, quoting sources, noted that he was "'a very good, smart corporate lawyer,' who understands the importance of maintaining 'a good sense of humor' to expedite successful deals.'"

David is a former chair of Day Pitney's Corporate and Business Law department and the Business Law Committee of the Connecticut Bar Association.

Admitted in these jurisdictions and courts:

- State of Connecticut

- U.S. District Court, District of Connecticut

Professional Memberships

Connecticut Bar Association, Business Law Section, Executive Committee, former Chair

Regional Bar Association (lower Fairfield County), former President

XPX Connecticut: The Exit Planning Exchange, former Director

Publications

Co-author, "COVID-19 Order: Connecticut Nonstock Corporations May Now Hold Remote Membership Meetings," Day Pitney Alert, May 14, 2020

Co-author, "COVID-19 Emergency Order Allows Remote-Only Shareholder Meetings for Connecticut Corporations" Day Pitney Alert, March 22, 2020

Co-author, "Impact of COVID-19 Gives Good Reason to Consider Emergency Cooperation Agreement," Day Pitney Alert, March 16, 2020

Experience

Represented public defense contractor in $235 million sale of systems engineering and technical assistance subsidiary to strategic buyer

Represented NYSE-listed defense contractor in $185 million purchase of outstanding stock of Alabama business, as well as four prior acquisitions

Provided analysis and legal opinion necessary for Connecticut-based corporation to issue $750 million in convertible preferred stock

Negotiated and closed $84 million stock sale of Connecticut manufacturer of proprietary, highly engineered thermocouples, sensors, engine cable assemblies and related products for major commercial aircraft

Represented water company in $38 million purchase of contiguous water system

Negotiated joint venture for upscale shopping center on historic pier across from Atlantic City casino

Represented prominent technology weblog in asset sale to a major magazine publisher

Represented facilities management company in $48 million purchase of printing outsource company

Acted as U.S. counsel in $40 million sale of foreign-owned technology company to leading U.S. manufacturer of processors and chipsets

Negotiated merger of emerging telecommunications company with industry leader for approximately $56 million

Represented sellers in complex merger/asset sale of computer resellers and affiliated service company with indirect subsidiary of Japanese electronics company

Negotiated joint venture with medical instrument manufacturer and multinational pharmaceutical company; represented manufacturer in subsequent auction and sale of joint venture

Structured and negotiated merger between 375,000-member nonprofit organization based in Hartford and 380,000-member nonprofit organization based in Cincinnati

Education