“Only those who dare to fail greatly can ever achieve greatly.”- Robert Kennedy

News

Winter 2012

Summit Steel Corporation

Summit Steel has served the metalworking industry since 1995, distributing premier alloy and carbon steel bar stock. In 2012, Summit Steel engaged the Firm to negotiate and execute a new credit facility with a new lender. Cooke & Co. handled the entire transaction, including managing the relationship with the lender and negotiating the credit agreement and other transaction documents with lender’s counsel. Summit Steel was remarkably pleased with the results and has grown its business as a result. The deal closed in March 2012.

For more information on Summit Steel, www.summitsteel.com

Tersus Pharmaceuticals, LLC

Tersus Pharmaceuticals, LLC, a supplement company in Cleveland, Ohio, launched Cardia7 in February 2012. Cardia 7 is a dietary supplement containing Provinal™, an ultrapurified form of Omega 7 fatty acid. Provinal™ is a patent-pending supplement developed by Tersus. The Firm has acted as outside corporate counsel for Tersus since 2010. Tersus has relied on the Firm to handle all corporate governance matters, contract issues and employment matters. Most recently, the Firm advised Tersus in retaining Dr. Michael Roizen, Chairman of the Wellness Institute at the Cleveland Clinic, as a member of its Strategic Advisory Board.

For more information on Tersus, www.tersuspharma.com

Ohio City Dry Cleaning, Inc.

Ohio City Dry Cleaning, Inc., located on Fulton Road in Ohio City, engaged the Firm as part of a corporate restructuring and shareholder buyout. The Firm advised the Company’s owner the transaction and structured the deal to achieve the most tax-advantaged result. Terms of the deal were undisclosed and the deal closed in December 2012.

Fall 2012

NR WPCU Property, LLC

The Firm represented NR WPCU Property in its acquisition of a commercial property in Dayton, Ohio. The owner of NR WPCU Property, LLC owns various commercial properties throughout Ohio. The seller of the property was an affiliate of Brixmor, the second largest owner of community and neighborhood shopping centers in the U.S. headquartered in New York City. The Firm negotiated the purchase agreement and executed all transactions tied to closing the deal. The deal closed in November 2012.

Imagine Hat, LLC

The Firm represented Imagine Hat, LLC and its owner, Dr. Bridget Williams, in a equity transaction between owners. The Firm negotiated the various agreements related to the transaction and counseled the company on all corporate matters related to the transaction. Imagine Hat makes party hats and other creations. In additions, Imagine Hat creates hats and other designs under its federally protected trademark, Furgigles™ . The Firm currently represents Imagine Hat on all corporate, contract and trademark issues.

To learn more, www.imaginehat.com

Summer 2012

Allen City Trucking, Inc.

The Firm represents Allen City Trucking, Inc. in all business matters and commercial litigation. Allen City Trucking has seen significant growth of its business as part of the development of the shale gas industry in Ohio and Pennsylvania. In the summer 2012, the Firm represented Allen City Trucking in a commercial dispute before the Cuyahoga County Common Pleas Court. The Firm advised Allen City on all discovery, motions and settlement negotiations. Ultimately, the matter was settled prior to trial. Allen City Trucking provides contract trucking and freight delivery throughout Ohio, Pennsylvania and New York.

Spring 2012

Pines Technology

Serving as general counsel to Pines Technology, the Firm has advised Pines on a number of commercial issues ranging from technology licensing agreements to commercial litigation. Pines, a globally renowned manufacturer of tube bending machines, engaged the Firm to assist in all commercial and corporate matters. Partnering with John McDermott of McDermott & McDermott Co., LPA in Rocky River, the Firm represented Pines in several litigation matters ultimately negotiating the settlement of all claims. The Firm has counseled Pines on employment matters, corporate governance and continues to provide counsel on all commercial matters that confront Pines.

Integrated Sales & Business Solutions, LLC

Beginning in 2012, the Firm represented Integrated Sales & Business Solutions, LLC, a startup manufacturer’s representation firm. Integrated represents a wide range of manufacturers generally in the plumbing and building industries. In 2012, the Firm advised Integrated in the negotiation, drafting and closing of various representation agreements with several Chinese manufacturers. These Chinese manufacturers were seeking to enter the North American market or grow their sales in North America and chose Integrated as their partner to accomplish that goal.

For more information on Integrated, www.intsalesllc.com

Statroom, Inc.

Seeking to raise capital and execute a business plan, Tom Rigsby of Columbus, Ohio and Jack Fritsche of Cleveland retained the Firm to represent a new startup company – Statroom, Inc.. Statroom is a consolidated, integrated website focused specifically on the sporting world, linking together athletes, coaches/team management and family/friends in the sharing of team and athlete information, statistics, schedules, event locations and performance results. Mr. Fritsche, a former professional hockey player, and Mr. Rigsby sought the Firm’s counsel with respect to all capital financing issues and corporate governance as well as a number of general business contract matters. Statroom, with its website now in its private beta testing phase, should launch in early 2013.

For more information, www.statroom.com

Susan D. Ferritto, DDS, Inc.

Dr. Susan Ferritto, DDS, has practiced dentistry in a number of settings, but she had never owned her own practice. Dr. Ferritto acquired the dental practice of Dr. Joseph C. Vedda, DDS. The practice is located in North Olmsted, Ohio. Cooke & Co., LPA, advised Dr. Ferritto regarding the acquisition, from the due diligence phase to the negotiation of the purchase agreement. The Firm continues to advise Dr. Ferritto in her transition to her own practice. Dr. Ferritto will begin seeing patients in September 2011 at the offices of the practice located on Lorain Road in North Olmsted. The deal closed on August 1, 2011.

Crav Spirits, LLC and Henderson Industries, Inc.

Recently, Cooke & Co., LPA assisted a number of clients in newsworthy ventures. Congratulations to our clients Crav Spirits, LLC and Henderson Industries, Inc.:

Crav Spirits, LLC

Henderson Industries, Inc.

Small Business • Mergers & Acquisitions • Real Estate • Commercial Litigation