Nanette C. Heide practices corporate law in the area of transactions and general corporate counseling. Ms. Heide represents private equity and venture capital investors, multinational and domestic corporations (public and private) in a wide spectrum of corporate finance transactions, including private equity and venture capital investments, institutional private placements, cross-border transactions, debt and equity structuring transactions, mergers and acquisitions, reverse mergers, joint ventures and strategic alliances. She also has formed and structured private equity and hedge funds. She is Co-Chair of Duane Morris' Private Equity Group, Senior Advisory Partner to the firm's Fashion, Retail & Branded Consumer Products Group, and is a member of the firm's Partners Board. In 2018 and 2019, Mergers & Acquisitions named Ms. Heide one of the Most Influential Women in Mid-Market M&A.
Ms. Heide serves as outside counsel for many mid-sized companies on issues of corporate governance, securities law compliance, general commercial transactions and disclosure issues. Her clients span a wide variety of industries, from fashion, retail and consumer products to communications, media and Internet-based businesses.
Ms. Heide previously served as general counsel and chief financial officer of two technology companies. She is a 1990 graduate of Washington and Lee University School of Law, where she was editor in chief of Washington and Lee Law News, and is a graduate of West Virginia University.
- Representing FLRish, Inc. d/b/a Harborside, a private California Cannabis company, in its reverse takeover transaction with Canadian-based Lineage Grow Company (CSE:BUDD), which will result in the reverse takeover of Lineage by Harborside. Upon closing, the value of the combined entities is expected to exceed $200 million.
- Represented Australian infrastructure and environmental services consulting firm Cardno Limited (ASX: CDD) in its $55 million acquisition of Raba Kistner Inc., a Texas-based 470-person engineering services firm; Raba Kistner becomes part of Cardno’s Construction Sciences division – a leading construction materials testing business in Australia – and significantly expands Construction Sciences’ geographic footprint.
- Represented Naked Brand Group Inc. (NASDAQ: NAKD), an innovative fashion and lifestyle brand, in its merger with privately held Bendon Limited, a New Zealand/Australian entity and global leader in intimate apparel and swimwear in approved Merger Agreement, under which Naked and Bendon became wholly-owned subsidiaries of Naked Brand Group Limited.
- Represented a national pharmacy in a transaction which granted an option to a strategic to purchase the business for an aggregate purchase price of $230 million.
- Represented an affiliate of Sleepy's LLC in its winning bid to acquire 100% of the membership interests in Mattress Discounters Group, LLC, an 80-store mattress chain in Virginia, for $11.9 million.
- Represented an affiliate of New Jersey-based Four Springs Capital Trust, a newly formed real estate investment trust, in its purchase of a 14,560-square foot Walgreens in Greenville, North Carolina for $5.625 million. The single-tenant, net-leased transaction included an assumption of the existing commercial mortgage-backed security (CMBS) loan.
- Represented EQT Partners as part of international team in its acquisition of the U.S. assets, in the amount of $270 million, of UC4 Software Group.
- Represented GrainCorp. Limited, an Australian publicly held grain supplier agribusiness, as lead of the U.S. legal team, in its acquisition of United Malt Holdings, the world's fourth-largest commercial manufacturer of malt, for $655 million.
- Represented an international portfolio services company in the sale of its business to a single purchaser for $300 million.
- Represented seller in $41.5 million sale of food manufacturer to private-equity-fund-sponsored buyer.
- Represented stockholders in the sale of majority interests for cash and stock with value of $55 million to new company sponsored by private equity fund, involving complex disclosure documents for share exchange to nonaccredited investors.
- Represented Antique and Vintage Woods, LLC in its acquisition of assets from Antique and Vintage Woods of America, LLC.
- Represented Four Springs Capital Trust, a real estate investment trust that invests in single-tenant net lease real estate, in its issuance of $40 million of Series E Preferred Shares to private equity funds managed by Guggenheim Investments, the global asset management and investment advisory business of Guggenheim Partners.
- Representing Four Springs Capital Trust, a real estate investment trust, in its underwritten IPO. This deal filed but was subsequently abandoned due to market conditions.
- Represented Naked Brand Group Inc., an innovative inner fashion and lifestyle brand, in its underwritten public offering and listing on the NASDAQ Capital Market.
- Represented Naked Brand Group Inc., an innovative inner fashion and lifestyle brand, in raising $2.34 million from a warrant exercise tender offer.
- Represented Four Springs Capital Trust in its offering of up to $50 million Series C Preferred Shares.
- Represented Four Springs Capital Trust in its offering of up to $25 million Series B Preferred Shares.
- Represented an emerging growth company specializing in personalized selling tools for the retail industry in series of private-placement offerings of equity and convertible debt totaling $25 million.
- Represented Precyse Technologies, Inc., a developer of wireless asset networks, as issuer of $9.5 million in Series B convertible preferred stock and warrants to institutional and accredited investors, as well as previous equity and debt financings.
- Represented Four Springs Capital, LLC in formation of a series of funds for acquisition of NNN lease properties in the aggregate of $30 million.
- Advised Metric Capital Partners in completing its fundraising for its second pan-European special situation fund in the amount of €465 million.
- Represented Four Springs Capital Trust in the formation of a REIT and its offering of up to $100 million Series A Preferred Shares.
- Represented Intuitive Venture Partners, LLC in the formation of a fund for a private-equity offering of $7.09 million, with a target investment in a hedge fund.
- Represented Intuitive Venture Partners, LLC in the formation of a fund for a $3.9 million offering, with a target investment in an entertainment studio and new-media platform created to empower artists to co-produce, distribute and monetize original, episodic video content.
- Represented Naked Brand Group Inc., an innovative inner fashion and lifestyle brand, in a partnership deal with Wade Enterprises, LLC, which is run by Dwyane Wade, a basketball player for the NBA's Chicago Bulls.
- Represented Yonder Music Inc. in its receipt of a preferred equity investment of $10 million by Axiata Digital Services Sdn Bhd, one of the largest telecommunications companies in Asia. The transaction provided funding for the launch of a service-tier-bundle of digital music services on smart devices through a commercial licensing agreement with Celcom Mobile Sdn Bhd, one of Axiata's subsidiaries in Malaysia, under which the Yonder digital music application was made available to more than 13 million Celcom subscribers in Malaysia.
Mergers and Acquisitions
Private Investment Funds
Areas of Practice
- Corporate Law
- Corporate Finance
- Mergers and Acquisitions
- Fashion, Retail & Consumer Products
- Member, International Bar Association, Corporate and M&A Committee
- Private Equity Subcommittee
- Vice Chair, 2017 to present
- Secretary, 2015-2017
Association for Corporate Growth (ACG) New York Chapter
-Board Member, 2016-2018
- Member, Duane Morris Women's Impact Network for Success
- Member, Duane Morris Diversity & Inclusion Steering Committee
- Member of Lexis Practice Advisor Expert Panel for Private Equity
- Member, Retail Marketing Society
Former Chair, Association for Corporate Growth (ACG) New York Chapter Women of Leadership Committee, 2016-2017, Member, Committee for Women's Programs, 2008-2017
- New York
- U.S. District Court for the Eastern District of New York
- U.S. District Court for the Southern District of New York
- U.S. District Court for the Southern District of West Virginia
- Washington and Lee University School of Law, J.D., 1990
- Editor in Chief, Washington and Lee Law News, 1989-1990
- Class President, 1988-1990
- West Virginia University, B.S. (Economics), 1987
- West Virginia University, B.A. (Chemistry), 1986
- Duane Morris LLP
- Partner, 2009-present
- Seyfarth Shaw LLP
- Partner, 2006-2009
- K&L Gates LLP
- Senior Corporate Associate, 2001-2006
- Tribute International Corp. d/b/a VideoSnap
- General Counsel and Chief Financial Officer, 2000-2001
- Galaxy Systems, Inc.
- General Counsel and Chief Financial Officer, 1997-2000
- Brown Raysman Millstein Felder & Steiner LLP
- Associate, 1993-1997
- Spilman Thomas & Battle
- Associate, 1990-1993
Civic and Charitable Activities
- The New York Junior League
- Chair of Audit Committee, 2011- 2014
- Treasurer, 2008-2010
- Board of Directors, 2009-2010
- Member of the Audit Committee, 2007-2008
Honors and Awards
Named one of the Most Influential Women in Mid-Market M&A, Mergers & Acquisitions, 2018 and 2019
- Recipient, Cheryl Blackwell Bryson Leadership Award, Duane Morris Women's Initiative, October 2014
Co-Author, "M&A in 2019 - Cautious Optimism," 2018 Annual PE in Review, March 2019
Quoted in, "Harborside Positions Itself For the Future With Big Merger," The Marijuana Times, February 13, 2019
Highlighted in, "Exponent Drew 200 Women Dealmakers to Event," Mergers & Acquisitions, July 25, 2018
Quoted in, "M&A Daily Wrap: Sallie Krawcheck, Ellevest, Exponent Exchange, United Rentals, Fortive, Golden Gate," The Middle Market, July 2, 2018
Co-author, "Marketing Your Brand on Social Media, " ACG's Middle Market Growth, January/February 2018
Author, "Retail Trends: What's 'in' for 2018," ACG's Middle Market Growth, January/February 2018
Quoted in, "Mergers & Acquisitions' Most Influential Women in Mid-Market M&A: Nanette Heide," Mergers & Acquisitions, December 18, 2017
- Quoted in, " The Once Invincible Fast Fashion Industry Is Now Crumbling Just Like Every Other Retailer," TheStreet, March 15, 2017
- Quoted in, "Closing the Gender Gap," Mergers & Acquisitions Magazine, December 17, 2015
- Quoted in, "Fair Compensation," International Bar Association, December 2015
- Co-author, "Top Issues Shaping M&A in 2013," ACG Global's Middle Market Growth, June/July 2013
- Co-author, "SEC Enforcement Actions Against Private Equity: Get Ready for More," Duane Morris Alert, February 6, 2013
- Co-author, "Proposed FTC Labeling Regulations Would Impact Manufacturers and Importers of Wearing Apparel," Duane Morris Alert, September 25, 2012
- Quoted in "How to Break Into the Fashion Industry," Inc., June 14, 2010
- Co-author, "Seven Steps for Making a Fashion Dream Come True," Apparel, June 9, 2010
Selected Speaking Engagements
Moderator, "The Rise and Fall (and Rescue) of the Brand: The Importance of Protecting the Brand (Real Case Studies)," European Fashion & Luxury Law Conference, Milan, Italy, June 21, 2018
Interviewed on Marketplace with Kai Ryssdal on the AT&T/Time Warner merger, March 16, 2018
- Moderator, "Building a Better Mousetrap: Structuring PE Investments in Today's Economic Environment," International Bar Association Annual Meeting, Australia, October 9, 2017
- Interviewed in, "Uber Says Changes Are Coming, Kalanick Fate Unclear," Bloomberg TV, June 12, 2017
Moderator, The Leadership Parity: How Women Have Risen to the Top Seats in Private Equity and Actions to Continue the Trend, ACG New York, Women of Leadership Summit, January 19, 2017
- Panelist, "Fueling the Fire: How leading firms are accelerating growth and closing deals," Liquidity and Capital Raising National Forum, October 24, 2016
- Moderator, "Dealmakers Series: PE Investing in Consumer and Retail," New York City, August 2, 2016
- Featured on "The Challenges Facing the Daily Mail in a Yahoo Bid," Bloomberg News Video, April 11, 2016
- Panelist, "Recent Trends in Private Equity Around the Globe," Annual Conference of the International Bar Association, Vienna, October 7, 2015
- Panelist, "Inside the Private Equity Investors' Studio: What Goes on Behind Closed Doors," Retail Marketing Society Program, New York City, March 18, 2015
- Speaker, "Deal Certainty and Contingent Consideration," Tokyo Annual Conference of the International Bar Association, Tokyo, October 21, 2014
- Moderator, "REITs Keep on Rollin: The Trillion Dollar Moneyball," Global REITs Summit: Listed, Non-Traded & Private REITs, New York, October 1, 2014
- Moderator, "The Successful Hondeler: Emerging Issues in Negotiation and Deal Points," ACG InterGrowth 2014, April 30, 2014, Las Vegas, NV
- Moderator, "Private Equity and Its Role as an Asset Class," ACG New York, Women of Leadership Summit, January 23, 2014
- Panelist, "Reverse Mergers & Smaller IPOs: New Deal Structures to Avoid Shell Status, Examining the Recent Crop of Companies and What's Made Some of Them Successful," 10th Annual PIPE's Conference, New York, November 5, 2013
- Panelist, "Strategic Investors' Acquisitions," International Bar Association's Grow or Sell: Private Companies at the Crossroads Conference, São Paulo, Brazil, June 6, 2013
- Panelist, "2010 Deal Making in Retail," Argyle Executive Forum, New York City, February 11, 2010