James H. Carll specializes in the practice of corporate law, with a special emphasis on complex business transactions. He has served as Chairman of Archer’s Board of Directors since 2002. He also acted as Chairman of the Firm’s Corporate Department from 1991 to 2013.
Throughout his career, Jim has provided general corporate representation to companies ranging from small, local businesses to public corporations to large privately-held enterprises. Within the corporate area, he has developed particular expertise in the following areas:
Mergers and Acquisitions. Jim has represented numerous buyers and sellers of businesses. While these transactions have included small purchases or dispositions of businesses, Jim has provided representation in a number of large, sophisticated transactions. These transactions include the sale or purchase of publicly-traded companies, acquisitions involving financially-distressed sellers, purchases of intellectual property rights and acquisitions with purchase prices ranging to over $400 million.
Financings. Jim has been involved in numerous financings, involving virtually every type of financing vehicle, including public and private financings, bank financings, foreign placements of debt, venture capital fundings, the sale of convertible debt, sale/leaseback transactions, and asset securitizations. These financings have included a number of financings each involving hundreds of millions of dollars.
Corporate Governance. Jim regularly provides advice to Boards of Directors with respect to corporate governance, including fiduciary, regulatory, and legal risks and obligations.
Securities Laws. Jim has particular expertise in the securities law area. In addition to providing routine securities law representation for public corporations, he has headed up the legal work on initial and secondary public offerings, numerous private placements of securities, the sale or acquisition of public corporations and going-private transactions. He also has advised issuers on the securities law aspects of tax-exempt financings.
Not-For-Profit Organizations. Jim acts as general counsel to a number of non-profit organizations, including business and trade groups, cultural institutions, scientific organizations and urban development corporations. His knowledge in this area has been augmented by serving on the Board of Trustees of a number of non-profit organizations.
- Represented acquirer in the purchase of the assets of a financially distressed competitor, for a total consideration of over $400 million
- Represented borrower in a syndicated one billion dollar asset back securitization
- Represented privately held business in its merger with a publicly-traded competitor, resulting in the elimination of a competitor and the client becoming a publicly-traded entity
- Represented major fleet leasing company in the formation of a titling trust and subsequent financing transactions involving over $3 billion of debt financing
- Advised the Board of Directors of public and private companies with respect to their fiduciary, regulatory and legal obligations
- Represented national underwriter in PIPE (Private Investment in Public Companies) transaction
- Represented public company in its going-private transaction
- Formation and subsequent representation of major new regional cultural institution
- Represented Fortune 500 company in its venture capital investments
- Represented nationally known research institute in its European joint venture
- Represented client in its initial and secondary public offerings
- Represented borrower in its $500 million dollar TALF (Term Asset-Back Securities Loan Facility) financing
Professional And Community Involvement
- Member of the Board of Directors of Cybex International, Inc., a NASDAQ company which manufactures and distributes premium fitness equipment from 1997 to 2013
- Member of the Board of Directors of UM Holdings, Ltd. (formerly United Medical Corporation), an American Stock Exchange company before going private in 1993
- Member of the Board of Directors of South Jersey Bancorp, a bank holding company, until its merger in 1999
- Chairman of the Board of Trustees of PENJERDEL, a tri-state organization of business leaders
- Chairman of the Board of Trustees of the Center for Aquatic Sciences (an education, science and community outreach organization)
- Vice President and Member of the Board of Directors of the Union League of Philadelphia
- President’s Council, Washington College
- Member of the Business Advisory Council of the School of Business at Rutgers/Camden
- Trustee of the World Affairs Council of Philadelphia
- Member of the Executive Committee, Coopers Ferry Partnership
- Vice Chair of the Board of the Greater Camden Partnership prior to its merger with Coopers Ferry Partnership
- Former Trustee of Virtua Foundation
- Former member of the Board of Trustees and Executive Committee of the Chamber of Commerce of Southern New Jersey
Awards And Recognition
- Leadership Award, Rutgers University/LEAP Academy (2012)
- Named an “Awesome Attorney” by South Jersey Magazine in the area of Securities in 2008 – 2011
- Named a “Top Attorney” by SJ Magazine in the area of Securities from 2007 – 2014