Grayson S. Hale

Partner
About

Grayson is a business transactions attorney that takes a practical, business oriented approach to the practice of law.   He focuses his practice on middle market and lower middle market companies, investors and executives in mergers and acquisitions, including ESOP transactions; joint ventures, especially hotel and real estate developments; venture capital and private equity debt and equity financings; regulatory licensing throughout the country for contractors and professional service providers, particularly engineering firms and related professions; and other commercial transactions.   He also serves as outside general counsel to several companies.  His clients operate in a wide variety of industries.  Notably, Grayson has significant expertise and experience in representing contractors, engineering, architecture and related professional service firms of all sizes in merger/acquisitions; licensing compliance throughout the United States and general corporate matters. Other industry clients include hotel development and management, manufacturing, wholesale, software and other high technology businesses, electric power generation and management, retail and restaurants.

Professional Background/Achievements

Prior to co-founding Morningstar in 2012, Grayson practiced for over 14 years with national and international law firms, spending the first several years in Dallas, Texas with Brobeck, Phleger & Harrison focusing on representing technology businesses in venture financings, public offerings, mergers and acquisitions and tax matters before moving to Raleigh in 2002 where he was a partner in the corporate group of the international law firm of K&L Gates and its legacy North Carolina firm of Kennedy Covington.

In a 2013 survey of North Carolina lawyers conducted by Business North Carolina, Grayson received the highest number of votes among his peers and was named the top business lawyer in North Carolina and inducted into the Business North Carolina’s Legal Elite Hall of Fame.  Grayson was named in the 2014, 2015, 2016 and 2017 edition of Super Lawyers in the Business/Corporate practice area, making the “Top 100” list in 2015 and 2016. He was also recognized by Business North Carolina magazine’s “Legal Elite” for Business/Corporate law (2011 – 2013) and named an “Impact Lawyer”  (2010) and “Top Lawyer” (2008)  by Triangle Business Leader.

Education/Admissions

A native of Arkansas, Grayson has undergraduate degrees from Arkansas Tech University in accounting and business administration, as well as a Masters of Business Administration degree from the University of Central Arkansas.  Grayson is a 1998 graduate of the University of Arkansas Law School, where he graduated cum laude.  While practicing in Texas, Grayson completed several Masters in Tax Law classes at Southern Methodist University.  He is also a Certified Public Accountant (Texas and Arkansas inactive) and is licensed to practice law in North Carolina, Arkansas and Texas.

Presentations/Publications

In addition to a variety of published articles, Grayson is a frequent speaker at local, regional and national business and legal conferences, including:

  • “Expecting the Unexpected To Avoid Landmines in M&A and Organic Growth,” A/E/C Growth & Ownership Strategies Conference, Speaker, November 2016
  • “What Does an ‘Of Counsel’ Position Look Like,” Mapping Your Retirement: Practicing Without Fear, North Carolina Bar Association CLE, Speaker, September 2016
  • “Lessons Learned from M&A’s Gone Wrong,” 2016 Capital Strategies and M&A Forum for A/E/C Industry, Speaker, May 2016
  • “Negotiating a Successful M&A Deal – Understanding the Rule and Risks,” Retrospective, Winter 2015 Issue
  • “Strategic Alternatives for Partial ESOP Companies,” Capital Strategies and M&A Forum, Speaker May 2015
  • “Managing Risk and Insurance During Ownership Transition,” Capital Strategies and M&A Forum, Speaker May 2015
  • “Ropes Course: Navigating Mergers & Acquisitions,” ACEC – North Carolina, 2014 Annual Meeting
  • “Corporate and Employment Law Developments,” North Carolina Bar Association Corporate Counsel Section Annual Meeting, January 2014
  • ACEC – North Carolina, 2013 Small Business Forum “Ownership Transition Techniques”
  • ACEC 2012 Annual Convention, CFO Council Forum, M&A/Capital Markets
  • “Keys to Successful M&A and Minefields to Avoid,” Zweigwhite, 2011 AEC Mergers & Acquisitions Summit
  • “North Carolina’s Mini-Brooks Act: How it Works; How to Comply,” K&L Gates LLP Seminars, 2010
  • “Private Placements: Raising Capital with Regulation D,” Raising Capital Forum, January 2010
  • “Capital Ideas,” Association for Corporate Growth—Raleigh Durham, October 2009
  • “M&A From A To Z: Ingredients in Acquisition Alphabet Soup,” North Carolina Bar Association CLE, May 2009
  • “How to Effectively Utilize Your Paralegal,” North Carolina Bar Association CLE, 2008
  • “Buying and Selling a Business and Business Valuations,” North Carolina CLE Seminar, 2008
  • “Negotiating the Terms of Your Deal,” Association for Corporate Growth—Raleigh Durham, 2008
  • “Grappling with Mergers, Acquisitions and Alternatives,” Association of Corporate Growth—Raleigh Durham, 2007
  • “Buying and Selling a Business, M&A Structuring and Tax Issues,” Lorman, 2007
  • “Issues in Mergers & Acquisitions Valuation,” Grant Thornton LLP & Kennedy Covington Joint Seminar,  2006
  • “Intellectual Property in M&A,” Grant Thornton LLP & Kennedy Covington Joint Seminar, 2006
  • “Selected Issues In Negotiating Venture Term Sheets,” First Flight Venture Center, 2005
  • “Term Sheets in Venture Capital Financings,” Council for Entrepreneurial Development, FastTrac Program, 2004
  • “M&A Structuring: Methods of Buying & Selling A Business,” Grant Thornton LLP & Kennedy Covington Joint Seminar, 2004
  • “Costly, But Common Mistakes in M&A Transactions,” Grant Thornton and The Staubach Company Joint Seminar, 2004
Professional Activities/Achievements

Grayson is highly committed to his community and is involved in the following organizations:

  • American Council of Engineering Companies (ACEC) Legal Forum Member
  • American Council of Engineering Companies of North Carolina, Member
  • March of Dimes, Board of Directors, State of North Carolina (2008-present); Treasurer and Chair, Finance Committee (2009-present)
  • Association of Corporate Growth – Raleigh Durham Chapter, Board of Directors (2009-2013)
  • Association of Corporate Growth, Membership Committee (2005-2008)
  • Association of Corporate Growth, Programs Committee (2009-2013)
  • University of Arkansas Alumni Association, Triangle Chapter, President, 2005-2008
  • Duke University, Biotechnology for Business,  Executive Education Program, May 2004
  • North Carolina Bar Association (Business Section)
  • Council for Entrepreneurial Development
  • Greater Raleigh Chamber of Commerce-Leadership Raleigh, Graduate
  • United Way, Fund Raising Account Executive
Representative Work

Representative transactional experience includes:

  • Represented Cardno, Inc. in acquisition and disposition of multiple engineering, construction and related companies.
  • Represented multiple regional, national and international engineering, architecture and related professional service companies in structuring business for compliance with North Carolina law, including multiple acquisitions and representation before the North Carolina Board of Examiners for Engineers and Surveyors, North Carolina Board of Architecture, North Carolina Board of Landscape Architects and North Carolina Board for Licensing of Geologists. Significant experience with respect to North Carolina pre “1969” grandfather corporations.
  • Represented architecture and engineering companies in general corporate work, including, securities compliance, corporate and entity governance, succession planning, nationwide licensing, service agreements, disputes with owners, subcontractor arrangements and disputes, complaints, and employment issues.
  • Represented Texas based architecture and engineering firm in merger with public architecture and engineering company.
  • Represented architecture and engineering company management in leveraged ESOP transaction in connection with an ownership transition.
  • Represented Raleigh based architecture firm in merger with regional architecture and engineering firm.
  • Represented North Carolina based architecture firm in its sale.
  • Represented “Stalking Horse” buyer in its acquisition of a laboratory business pursuant to a Section 363 bankruptcy sale.
  • Represented The Kleinfelder Group, Inc. in its acquisition of Trigon Engineering Consultants, Inc., an engineering and geotechnical firm.
  • Represented PowerSecure, Inc. (POWR) in acquisitions and reorganization of its engineering and engineering consulting business.
  • Represented Concord Hospitality Enterprises Company in connection with development of numerous internationally branded hotels throughout North America with joint ventures, including debt financing and equity offering.
  • Represented SaaS and a software distribution company in their respective sales to a private equity fund.
  • Represented an automobile dealership in its sale of a Mitsubishi dealership.
  • Represented  management in a management buy-out of a distribution division.
  • Represented the company in a leveraged ESOP transaction with senior, mezzanine and subordinated debt.
  • Represented private equity fund in mezzanine loan and equity kicker in connection with the purchase of a manufacturing company.
  • Represented multiple high tech companies in angel and preferred stock financings.
  • Represented national restaurant chain in its reorganization, including North Carolina Alcohol Beverage Control licensing.
  • Represented multiple manufacturers in drafting and negotiating supply, distribution, confidentiality, development, marketing, employment and consulting agreements.