Ernie is a Member in Stoll Keenon Ogden's Louisville office and has been with the firm since 1975. He serves as chair of the Mergers & Acquisitions practice and is a member of the Business Services Securities & Corporate Governance practice. His practice focuses on business acquisitions and dispositions, business organizations, distribution agreements and supply agreements.
Ernie is AV Preeminent® Peer Review Rated™ by Martindale-Hubbell®, is recognized by Chambers USA, and has been rated as a Best Lawyer and Kentucky Super Lawyer for his many legal accomplishments. He has represented buyers and sellers of businesses, including asset acquisitions, stock acquisitions, mergers and establishment of joint ventures. He has also lectured for the Louisville Bar Association and Lorman Education Services Seminars.
Ernie is a member of the Louisville and Kentucky Bar associations. To give back to the community, he serves on the board of directors for the Kentucky Opera and Childplace. Married with three sons, he enjoys playing golf in his free time.
When a small minority of the shareholders prevailed in derivative action, SKO was brought in to advise the majority owners. A merger transaction both ended the derivative action by depriving the minority of standing and provided a means of redeeming their shares so similar suits may not be brought in the future. The minority shareholders initiated a dissenter rights action, which was resolved on a valuation favorable to our client.
When a dissident group of shareholders threatened to alter the structure of the board and thereby take control of the corporation, SKO advised the incumbent board on how to structure an asset sale to a related company that preserved existing relationships.
Represented a major corporation in its purchase of the shares of a multi-national tobacco supplier headquartered in Utrecht, the Netherlands. The supplier and its subsidiaries are major suppliers of tobacco to the cigar and smokeless products industry. The transaction involved operations located in Brazil, Cameroon, Columbia, Dominican Republic, Indonesia, Paraguay and The Philippines, with subsidiaries located in those and other jurisdictions.
Represented a major wine and spirits corporation in the sale of its Hopland, California-based wine brands to another business based in Santiago, Chile. The $238 million transaction was structured as a stock purchase.
Represented the owners of an installer and servicer of fire, energy and security monitoring systems for governmental customers in a merger.
Represented a holding company in its acquisition of a business that designs, fabricates, installs and maintains aggregate processing and handling equipment.
Represented a major wine and spirits corporation and its Polish subsidiary in the purchase of a vodka brand. The purchase included worldwide trademarks for the brand and related transition agreements for production and distribution.
Represented an oil company in the purchase of the assets and business of six gas and food mart locations.
Stock split in the form of a Stock Dividend for an NYSE-listed issuer with two-classes of listed stock, including accompanying proxy solicitation, registration with NYSE and public disclosure guidance.