Corby J. Baumann
Corby represents strategic and financial parties in connection with mergers and acquisitions, dispositions, take-private transactions, joint ventures, private equity and venture capital investments, licensing and distribution arrangements, and other strategic transactions. Corby frequently advises on cross-border and international transactions.
Corby also has extensive experience advising boards of directors and special committees on corporate governance matters. She regularly provides outsourced general counsel services and advises on general corporate matters, including working on manufacturing, distribution, supply and other commercial agreements.
In addition, Corby has represented investors and privately-held companies in early-stage and follow-on investments as well as issuers, underwriters and selling stockholders in connection with securities offerings.
Corby has represented clients in connection with transactions involving the technology, pharmaceutical, biotech, life sciences, manufacturing, chemical, healthcare, insurance, communications, professional services and retail sectors.
Before joining Thompson Hine, Corby was a senior associate in the corporate and financial services group of a New York-based international law firm, where her practice primarily consisted of representing private equity funds in connection with mergers and acquisitions, equity investments, securities offerings, financing transactions and corporate governance matters.
Prior to that, Corby served as a judicial clerk for Justice Harold F. See, Jr., a former Associate Justice of the Supreme Court of the State of Alabama.
- Represented a public company that manufactures and leases railcars in a sale transaction valued at approximately $1.75 billion (including debt)
- Represented a public company in the gaming and entertainment sector in a sale transaction for approximately $1.85 billion
- Represented an Isle of Man company owning Brazilian natural resource assets in its sale to a Brazilian public company for approximately $550 million
- Represented a controlling stockholder in purchase of a public company in 13e-3 “going-private” transaction
- Represented a Nasdaq listed manufacturer and distributor of medical devices and placental tissue products in connection with its acquisition by a Nasdaq listed provider of plastic and regenerative technologies
- Represented the sellers of a railcar leasing business for a purchase price of up to $3.4 billion (comprised of a $2.8 billion initial enterprise value and three-year “put” and “call” options over an additional $600 million of railcar and rolling stock assets)
- Represented the seller of a fiber-optic network business for a purchase price of $1.8 billion and the related grant of an option to purchase an entity owning wireless spectrum for an additional undisclosed purchase price
- Represented a multi-national pharmaceutical company in connection with its disposition of an orphan drug product line for approx. $900 million
- Represented a public company in connection with a joint venture to develop sustainable animal and plant nutrition
- Represented a private company engaged in through channel and distributed marketing solutions in connection with its sale to a private equity firm
- Represented a multi-national pharmaceutical company in connection with its agreement to transfer certain rights to market and commercialize an orphan drug and its participation in a tender offer for the outstanding shares of a Nasdaq listed company
- Represented a manufacturer of aircraft components in connection with its acquisition of a U.S.-based distributor of avionics components
- Represented a public company listed on the London Stock Exchange in connection with its acquisition of a healthcare clinical services business located in the United Kingdom and the United States
- Represented a public company listed on Nasdaq in connection with its acquisition of a manufacturer of packaged control house solutions for the energy, oil and gas and electrical industries
- Represented consumer products manufacturer in connection with the sale of its private label business and related manufacturing and supply agreements
- Represented a specialty chemicals company in its acquisition of a United Kingdom-based hydroxy monomers and conventional contact lens business from the world’s largest chemical company in a transaction mandated by the European Union
- Represented a PET resin company in its merger with a subsidiary of a Mexican multinational corporation
- "Are We All Fiduciaries Now? Consent Rights After Pace Industries," Pratt's Journal of Bankruptcy Law, Fall 2020
- “Minority Shareholders Beware: Consent Rights May Trigger Fiduciary Duties,” Thompson Hine Business Law Update, Fall 2020
- “The Necessity for Cybersecurity Due Diligence in M&A Transactions,” Thompson Hine Business Law Update, Fall 2019
- “Buy-Side Representation and Warranty Insurance in M&A Transactions – A Continuing Trend,” Thompson Hine Business Law Update, Summer 2016
- "Negotiating Working Capital Adjustments In Private M&A Transactions", financierworldwide.com, April 2014
- "Tips for Buyers in M&A Transition Services Agreements," Law360, March 2013
- “Tips for Creating an Effective Succession Plan for Your Business,” Thompson Hine Business Law Update, Winter 2013
- “Use of Earn-Outs in Private M&A Transactions,” Thompson Hine Business Law Update, Spring 2012
- Named in Legal 500 United States (Middle-Market M&A), 2015, 2016, 2019 and 2020
- American Bar Association
- New York State Bar Association
- New York County Lawyers' Association
- Volunteer Lawyers for the Arts