International law firm McDermott Will & Emery LLP today announced that it successfully represented JWC Acquisition Corp., a special purpose acquisition company (SPAC) sponsored by affiliates of J.W. Childs Associates, a Boston-based private equity firm, in its $500 million business Combination with The Tile Shop, a specialty retailer of manufactured and natural stone tiles, setting and maintenance materials, which operates 61 stores in 20 states. The combined company is named Tile Shop Holdings, Inc., and its common stock trades on the Nasdaq Global Market under the symbol “TTS.”
“We are pleased to see this deal successfully completed for our private-equity client J.W. Childs Associates,” said Bernard S. Kramer, a McDermott partner who has represented J.W. Childs Associates in a number of transactions. “This deal is a great example of how smart firms like J.W. Childs Associates are taking advantage of the significant benefits of creating a SPAC to provide a platform for a high-growth company to immediately access the public markets and at the same time allow the company’s owners to reduce their equity stakes.”
“This transaction was the paradigm SPAC business combination in that it brought together the talent of a top middle-market private equity firm focused on the consumer/retail sector with a best-in-class specialty retailer to position the retailer for its next phase of growth in the public markets,” said Joel Rubinstein, a McDermott partner who has advised on many SPAC transactions. “Our team worked hard to allow the transaction to go from signing through SEC review and closing in under 60 days.”
Headed by veterans of J.W. Childs’ investment and operating teams, JWC Acquisition Corp. was a special purpose acquisition company formed in 2010 for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination involving JWC Acquisition Corp. and one or more businesses..
In addition to Mr. Kramer and Mr. Rubinstein, the McDermott transaction team included partners Ryan D. Harris, Jonathan Rochwarger and Daniel N. Zucker as well as associates Elliott M Smith, Elijah Hammans and Carla A. R. Hine.
Since 2003, McDermott has been a leader in representing issuers and underwriters in SPAC IPOs, and in representing SPACs and target companies in SPAC business combination transactions. The Firm helped develop the current SPAC structure, and continues to be involved in its further evolution.
