Scott Minot

[email protected] o 678.269.6602 v-card

Experience Highlights

Scott is a corporate and transactional law attorney with significant experience advising individuals and both privately held and publicly traded domestic and international companies within a broad range of industries including energy, technology, construction, retail, manufacturing, real estate, food and beverage, and entertainment. Scott has assisted corporations, start-ups, entrepreneurs and other individuals in connection with various routine and complex commercial transactions including merger, acquisition and divestiture transactions; joint ventures and strategic alliances; private placement matters; project development; corporate formation, organization and governance matters; corporate financing; litigation management and various other matters relating to the development of strategies, tactics and solutions in connection with their businesses (including conducting analysis, negotiations and related due diligence with respect to various legal and business goals and strategies).

Scott’s transactions have included drafting, reviewing and negotiating, among other things: stock purchase agreements; joint venture and strategic alliance agreements; asset/stock purchase agreements; shareholder/operating/partnership agreements; private placement memorandums; funding/contribution agreements; placement agency agreements; broker agreements; employment/independent contractor agreements; licensing agreements; SaaS agreements; development agreements; vendor agreements; reseller agreements; consulting agreements; supply/distribution agreements; service agreements; equity incentive plans; commercial leases; franchise agreements; NDAs; term sheets, LOIs and MOUs; loan and security agreements; loan modification agreements; protective covenant agreements (non-competition, non-solicitation, confidentiality, work-for-hire, invention assignment, etc.); and various other corporate and transactional agreements.

Scott grew up in Atlanta, Georgia and graduated from Woodward Academy prior to attending The University of Georgia where he received a B.A. degree in Economics. Scott received his law degree from Mercer University School of Law in Macon, Georgia. Scott lives in Atlanta with his wife, Courtney, and their daughters Grayton and Sailor.

Services & Skills

  • Commercial Transactions
  • Mergers & Acquisitions
  • Joint Ventures
  • Contract Negotiations
  • Complete Business Life Cycle Representation
  • Private Placements
  • Private Securities Offerings
  • Corporate Finance
  • Fundraising for Start-ups
  • Corporate Structuring & Entity Formation
  • General Counsel Representation
  • General Corporate Law

Relevant Experience

• Lead counsel in the representation of a $35 million privately held manufacturing company in connection with the acquisition by a private equity firm of all of its equity in exchange for cash and rollover equity.
• Lead counsel in the representation of a large investment management firm in connection with negotiating placement agency agreements with respect to raising several hundred million dollars through various private placement offerings.
• Representation of a $50 million privately held manufacturing company in connection with the acquisition by a strategic buyer in exchange for cash.
• Lead counsel in the representation of a retail chain in the sale of substantially all of its assets to a $3 billion publicly traded company in China.
• Lead counsel in the representation of a privately held software company in connection with the merger of another entity with and into its subsidiary that licenses software, data and other intellectual property to third parties.
• Lead counsel in the representation of a multi-million dollar privately held services company in connection with its acquisition by a private equity firm in exchange for cash, debt and warrants.
• Lead counsel in the representation of multiple technology and software companies in connection with various software-as-a-service (SaaS), license, OEM and distribution, value-added reseller (VARs), development and professional services agreements.
• Lead counsel in the representation of a privately held company in connection with the roll-up of multiple similarly situated companies via various earn-out structured asset acquisitions.
• Lead counsel in the representation of a privately held capital recovery services company in connection with various agreements and strategic alliances, as well as the raising of capital, surrounding class action settlements, including the $6+ Billion Visa/MasterCard settlement In Re Payment Card Interchange Fee and Merchant Discount Antitrust Litigation, Case No. 05-MD-1720 (JG) (JO).
• Lead counsel in the representation of a privately held web-based technology company in connection with the negotiation of a licensing and management agreement with a national mortgage broker company.
• Lead counsel in the representation of a privately held beverage company in connection with raising capital, various strategic alliances and its equity incentive plan.
• Lead counsel in the representation of a privately held software company in connection with the negotiation of reseller agreement with a publicly traded provider of real estate information technology solutions.
• Representation of a privately held company in connection with its formation of, ownership in and management of a multi-million dollar international joint venture within the global bio-fuel market (initially within Latin America and Africa).
• Representation of a publicly traded company in connection with the restructure of a billion dollar international joint venture in the Philippines.
• Representation of a publicly traded technology company in connection with the formation, development and implementation of a billion dollar international joint venture with News Corporation.
• Lead counsel in the representation of a privately held company with its strategic business development, the sale of all the assets of one of its subsidiaries, the acquisition of two corporate competitors, and the formation of a multi-million dollar joint venture.
• Lead counsel in the representation of several private corporations in connection with raising capital, private placements, the issuance and sale of stock and the formation of various strategic alliances.
• Lead counsel in the representation of a privately held company in connection with the negotiation of a master services agreement governing the long term provision of certain IT services to Bank of America on behalf of Hewlett-Packard Company.
• Lead counsel for a publicly traded manufacturer in connection with the negotiation of a vendor purchase and sale agreement with Wal-Mart.
• Representation of a publicly traded company in connection with the purchase, by a Philippine subsidiary, of all the issued and outstanding preferred shares of a BVI international business company; value of the preferred shares $141 million.
• Representation of a privately held company in connection with its proposed multi-million dollar investment in a sugar cane based ethanol production project in the Dominican Republic and the formation of an international joint venture with respect thereto.
• Lead counsel in the representation of a privately held company with the sale of substantially all of the assets and properties of its commercial, industrial, multi-family and institutional lighting business.
• Representation of a privately held company in connection with its acquisition of the assets of a manufacturer of veneer, plywood and other wood products.
• Lead counsel in the purchase of the stock of a privately held company providing commercial HVAC mechanical services.
• Lead counsel in the purchase of substantially all of the assets of a multi-million dollar privately held company providing residential real estate closing services to mortgage brokers, real estate agents, lenders, buyers and sellers.
• Lead counsel in the sale of the stock of a privately held company providing merger, acquisition and divestment services to publicly traded and privately held companies within the insurance and reinsurance industry.
• Representation of a privately held company in connection with its development of a 32 MW geothermal project in Nevada, including the negotiation of a turnkey fixed price engineering, procurement and construction contract.
• Representation of several Georgia electric membership corporations in connection with the reliability standards and rules of the North American Electric Reliability Council and the registration requirements in connection with its status as the Electric Reliability Organization for the United States.
• Representation of a publicly traded company in connection with its, and its wholly owned U.S. and Canadian subsidiaries, emergence from bankruptcy and its reorganization and reincorporation pursuant to its chapter 11 plan of reorganization.
• Representation of a privately held company in connection with the negotiation of transmission engineering, procurement and construction services contract with respect to the construction of a 24 miles long 120kV transmission line in Nevada.
• Lead counsel in the representation of a privately held company with the sale of substantially all of the assets and properties of its contract electronics manufacturing business.
• Representation of project developer in its development of a new 500 MW combined cycle cogeneration facility in Puerto Rico.
• Representation of a publicly traded company in connection with the sale of its interest in certain electric generating facilities located in Maine.
• Representation of a publicly traded company in connection with the renegotiation of long-term service agreements for gas and steam turbines located in the United States.
• Representation of a natural gas provider in connection with its application for market-based rate authority and a certificate of service authority to operate as an alternative retail electrical supplier.
• Representation of investors in their acquisition, reorganization and operation of several staffing companies with operations in the Southeast.
• Representation of various family trusts having assets in excess of $100 million in connection with the structuring and implementation of various family office operations providing a centralized source of strategies for long term wealth accumulation, management and preservation for wealthy clients and coordinating the services provided to these clients in areas such as trusts and estates, investment management, financial services, banking, insurance, tax and legal planning, and fiduciary management.