Mergers and Acquisitions

Nutter is serving as legal counsel to Eastern Bankshares, Inc. (NASDAQ Global Select Market: EBC), the stock holding company for Eastern Bank, in connection with its definitive merger agreement with Cambridge Bancorp (NASDAQ: CATC), the parent company of Cambridge Trust Company, pursuant to which Cambridge will merge with and into Eastern in an all-stock transaction valued at approximately $528 million. Simultaneously, Nutter is also representing Eastern Insurance Group, LLC, a wholly owned subsidiary of Eastern, in its definitive agreement to sell its insurance operations to Arthur J. Gallagher & Co. (NYSE: AJG) for approximately $510 million in cash.

Nutter advised Northeast Retirement Services, Inc., a leading provider of plan accounting, transfer agency, fund administration, trust and retirement plan services, in its acquisition by Community Bank System, Inc. (NYSE: CBU), a transaction valued at approximately $146 million.

Nutter served as legal counsel to Eastern Bankshares, Inc. (Nasdaq Global Select Market: EBC), the stock holding company for Eastern Bank, in connection with its acquisition of Century Bancorp, Inc. (Nasdaq: CNBKA), the stock holding company for Century Bank and Trust Company, in a transaction valued at approximately $642 million.

Nutter represented Hometown Financial Group, Inc., the bank holding company of bankESB (Easthampton, MA) and bankHometown (Oxford, MA), in connection with its acquisition of Pilgrim Bank, a Massachusetts-chartered co-operative bank headquartered in Cohasset, MA, and its bank holding company, Pilgrim Bancshares, Inc. (OTCMKTS: PLRM).

Nutter represented South Shore Mutual Holding Company, the mutual holding company for Coastal Heritage Bank, a $517.1 million-asset community bank headquartered in Weymouth, MA, in its merger with Equitable Bancorp, MHC, the mutual holding company for Equitable Bank, a $332.9 million asset community bank headquartered in East Weymouth, MA.

Nutter served as legal counsel to ALM Works, Inc., the developer of software products to empower project managers around the world with visibility and control, in connection with its acquisition by Tempo Software, a leading provider in team time management and productivity-enhancing solutions.

Nutter served as legal counsel to Connected Home Care, LLC, a leading home care provider serving Medicaid, dual-eligible, and private pay clients throughout Eastern Massachusetts, in connection with its acquisition by HouseWorks, LLC, one of the nation’s largest independent home care companies.

Nutter served as legal counsel to Agilyx Corporation and its parent company Agilyx AS (Euronext Growth Oslo: AGLX), a leader in advanced recycling of post-use plastics, in its joint venture with ExxonMobil Chemical Corporation (NYSE: XOM), the world’s largest publicly traded international oil and gas company, to form Cyclyx International, LLC. 

Nutter served as legal counsel to Ce3, Inc., a full-service CRO focused on providing early phase oncology clinical development services to the biotechnology industry, in connection with its acquisition by Catalyst Clinical Research, a clinical development organization providing highly customizable clinical research solutions to the global biopharmaceutical industry.

Nutter served as legal counsel to Column Health, a network of technology-enabled, community-based outpatient mental health and addiction clinics throughout Massachusetts and Connecticut, in connection with its acquisition of the Center for Psychiatric Medicine (CPM).

Nutter served as legal counsel to UrSure, Inc., an HIV medication adherence diagnostics company, in connection with its acquisition by OraSure Technologies, Inc. (NASDAQ: OSUR), a leader in point of care diagnostic tests and specimen collection and stabilization devices, and microbiome laboratory and analytical services.

Nutter served as legal counsel to Gravyty, a market-defining provider of fundraiser enablement solutions powered by artificial intelligence, in connection with a $21 million investment from K1 Investment Management, a leading investment firm focusing on high-growth enterprise software companies.

Nutter advised Strategic Cyber LLC in connection with its acquisition by HelpSystems, a Minnesota-based IT software company.

Nutter served as legal counsel to Agrify Corporation, a developer of premium indoor grow solutions, in connection with its acquisition of TriGrow Systems, Inc.

Nutter advised Cedar’s Mediterranean Foods, Inc., a family-owned national Middle Eastern food manufacturer and distributor, in its acquisition of Brekki, a manufacturer of overnight oats for healthy breakfast options.

Nutter advised Location, Inc., a leader in geographic data sciences and predictive, location-based analytics for businesses across the U.S. and Canada, in connection with its acquisition by CoreLogic (NYSE: CLGX), a leading global property information, analytics, and data-enabled services provider.

Nutter served as legal counsel to Copley Equity Partners, a Boston-based private investment firm, in its minority growth capital investment in Gregory FCA, one of the nation’s 50 largest public relations firms.

Nutter served as legal counsel to Innovation Associates, the market-leading provider of high-volume pharmacy automation technology and software solutions to the retail, hospital, government, and mail order pharmacy markets, in connection with a consortium of investors led by Greg Wasson, the former Walgreens Boots Alliance CEO, acquiring a majority stake to scale the business and enhance its pharmacy automation offerings.

Nutter served as legal counsel to McCarthy Capital Fund VI in connection with its partnership with Big Belly Solar, the global leader in smart waste solutions for public spaces, to recapitalize Bigbelly and provide further cash investment to accelerate growth.

Nutter served as sole legal advisor to miEdge, the premier provider of lead generation, data analytics, and prospecting solutions specifically designed for the insurance industry, in its acquisition by Zywave, the leading insurtech provider powering agency growth.

Nutter served as sole outside legal counsel to Centreville Bank in connection with its agreement to acquire Putnam Bank and its holding company, PB Bancorp, Inc., in a transaction valued at approximately $115.5 million.

Nutter served as legal advisor to DTM Packaging and Custom Automation, a leader in machinery manufacturing and re-manufacturing, in its acquisition by The Massman Companies, a Minnesota-based team of machinery and technology companies.

Nutter served as sole legal advisor to Fisher International, Inc., a firm supporting the pulp and paper industry with business intelligence and strategy consulting services, in its acquisition by Battery Ventures, a global technology-focused investment firm.

Nutter served as sole legal advisor to Midé Technology Corporation, a U.S. company which provides engineering services including problem solving through modeling and analysis, electronic prototyping, commercial research and development, and forensic engineering services, in its acquisition by Paris-based Hutchinson S.A., which manufactures industrial, automotive, and consumer rubber products such as hoses, tubing, bumpers, spoilers, sealants and adhesives, rubber gloves, baby car seats, and sponges.

Nutter served as legal advisor to Globe Composite Solutions, LLC (Globe), a navy submarine supplier, in its acquisition by ESCO Technologies Inc. (NYSE: ESE), a global provider of highly engineered products and solutions to diverse and growing end-markets that include the aerospace, space, healthcare, wireless, consumer electronics, electric utility, and renewable energy industries. 

Nutter represented Fidelity Bank in its merger with Family Federal Savings, F.A.

Nutter represented certain senior management in connection with the sale of ZappRx to Allscripts.

Nutter represented the acquirer in the purchase and license of certain assets related to an overnight oats brand from a multinational food and beverage corporation.

Nutter represented Wainscot Media, LLC in its acquisition of the assets of Symphony NY Publishing, LLC, including the magazine brands Footware Plus and Earnshaw’s.

Nutter represented Orleans Auto Supply, Inc., a supplier of automotive parts and supplies, in its sale to Genuine Parts Company.

Nutter represented Waveguide Inc., a New Hampshire-based company that specializes in outside plant services for the telecommunications industry, in its merger with Maicom LLC, a provider of critical infrastructure needs. 

Nutter advised North Shore Bank in its merger with Beverly Bank.

Nutter represented Powerhouse Dynamics, a software company based in Newton, MA, when it was acquired by merger by Middleby Corporation, a publicly traded commercial and residential cooking and industrial process equipment company based in Elgin, IL. Powerhouse Dynamics uses cloud-based controls and analytics to deliver enterprise-wide operational efficiency, food safety, and energy efficiency solutions to portfolios of small commercial facilities, including restaurants, convenience stores, retailers, and more.

Nutter represented Hans Kissle Company, LLC, a manufacturer of private label and branded foods for retail, foodservice, club, and convenience store customers throughout the United States, in its acquisition by Mitsui & Co., Ltd., a Japanese diversified industrial holding company. The total value of the transaction was approximately $108 million.

Nutter represented Group RHI, a rapidly growing player in the retirement services industry, in its acquisition of Pension Studio, a third party retirement plan administrator with offices in Florida and New England.

Nutter represented Group RHI, a rapidly growing player in the retirement services industry, in its acquisition of Billings and Company, LLC, an Iowa-based recordkeeping and qualified plan administration company.

Nutter advised Lallemand USA, Inc. when it acquired Scott Laboratories Inc. (USA) and Scott Laboratories Ltd. (Canada), privately-held companies specializing in value-added products for the North American wine, craft brewing, and distilled spirits industries.

Nutter represented Lallemand USA, Inc. in its acquisition of the Hutchinson, MN yeast manufacturing operations of Ohly. 

Nutter represented Boston Biomedical Associates, LLC, a full service medical device, biotech, and pharmaceutical clinical research organization (CRO), in its acquisition by Factory CRO USA Group, LLC, a global leader of specialization in medical device trials.

Nutter represented Group RHI, a rapidly growing player in the retirement services industry, in its acquisition of America’s 401k, LLC, a Dallas, TX-based, independent third party administrator focused on serving small businesses in offering qualified retirement plans to their employees, and Retirement Investment Administrators, LLC, a recordkeeping and qualified plan administration company also based in Dallas, TX.

Represented Palisade Corporation, an Ithaca, New York-based provider of risk modeling and decision analysis software, in its recapitalization by Thompson Street Capital Partners (TSCP), a private equity firm based in St. Louis, MO.

Nutter represented WegoWise, Inc., a provider of cloud-based software solutions to owners and managers of buildings to help understand, track, and improve building utility efficiency, in the sale of substantially all of its assets to AppFolio, Inc. (NASDAQ: APPF), a leading provider of cloud-based business software solutions in the real estate and legal markets.

Nutter advised Epoxy Technology, Inc., a leading manufacturer of high-performance specialty epoxy, UV, and hybrid adhesives, in its acquisition by Arsenal Capital Partners, a leading private equity firm that invests in middle-market specialty industrials and health care business services companies.

Nutter represented PeoplesBancorp, MHC, a Massachusetts mutual holding company, and the bank holding company of PeoplesBank, a Massachusetts-chartered savings bank, both of Holyoke, Massachusetts, in connection with its acquisition of First Suffield Financial, Inc., a Connecticut corporation and the bank holding company of The First National Bank of Suffield, a national bank, both of Suffield, Connecticut. The total value of the transaction was approximately $60 million.

Nutter advised MNB Bancorp, the parent company of The Milford National Bank and Trust Company, a national bank, both of Milford, Massachusetts, in its acquisition by Independent Bank Corp. (NASDAQ Global Select Market: INDB). Independent is the parent company of Rockland Trust Company. The total value of the transaction was approximately $54 million.

Nutter advised Dribbble, a social media community of artisan designers on the Internet, when it was acquired by Tiny Capital, a private equity firm.

Nutter represented Liberty Bay Credit Union in its merger with Hingham Federal Credit Union.

Nutter represented Kombrewcha (the first alcoholic Kombucha) in its sale to a strategic acquirer.

Nutter advised Deep River Snacks, makers of premium better-for-you snacks based in Connecticut, in its sale to Arca Continental, the second-largest Coca-Cola bottler in Latin America and parent company of Wise Snacks, Bokados, and Inalecsa. Nutter had been long time general counsel to Deep River Snacks, and had advised the company in its ongoing commercial dealings, intellectual property matters, and its venture capital transactions. 

Nutter advised Lallemand USA, Inc., a U.S. subsidiary of the global yeast manufacturing company, in its asset acquisition of a yeast manufacturing plant and business based in North Dakota.

Nutter advised First Commons Bank, N.A., in its merger with Brookline Bank, a wholly-owned subsidiary of Brookline Bancorp, Inc. (NASDAQ: BRKL). The total value of the transaction was approximately $55.958 million. 

Nutter represented OSRAM, one of the world’s leading lighting manufacturers with headquarters in Munich, Germany, in its acquisition of Digital Lumens Inc., a Boston-based company that specializes in industrial Internet of Things (IoT) solutions.

Nutter represented Commerce Bancshares Corp. and its subsidiary, Commerce Bank & Trust Company, in its merger with Berkshire Hills Bancorp. Inc. (NYSE: BHLB), in an all-stock transaction valued at $209 million.

Nutter represented Meetinghouse Bancorp, Inc. (OTC Pink: MTGB), the holding company for Meetinghouse Bank, in its merger with Meridian Bancorp, Inc. (NASDAQ: EBSB), the holding company for East Boston Savings Bank, in a transaction valued at approximately $17.8 million.

Nutter advised Wincove Private Holdings, LP, an investment holding company with offices in Boston and New York, when it led a recapitalization of Aloi Solutions, LLC.

Nutter represented Collaborative Consulting, LLC in its acquisition by CGI Group Inc. (NYSE: GIB) (TSX: GIB.A), a leading provider of information technology and business processing services, through its wholly-owned U.S. subsidiary, CGI Technologies and Solutions Inc.

Nutter advised LINTEC USA Holding, Inc., a wholly owned U.S. subsidiary of Japan-based LINTEC Corporation (TYO: 7966), in its acquisition of VDI, LLC, a functional film manufacturer headquartered in Kentucky.

Nutter advised Long Term Solutions, Inc. (LTS), a provider of in-home nursing assessments for the long-term care insurance industry, in its sale to Almost Family, Inc. (NASDAQ: AFAM). Based in Natick, MA, LTS provides a suite of planning and support services to insurance companies, employers, and direct to individuals and families throughout the United States.

Nutter represented ESB Bancorp, MHC in its merger with Hometown Community Bancorp, MHC.

Nutter represented Fidelity Bank in its merger with Barre Savings Bank.

Nutter represented North Shore Bank in its merger with Merrimac Savings Bank.

Nutter advised Madico, Inc., one of the world’s leading manufacturers of automotive, solar, safety, and security films, in its acquisition of select assets of ClearPlex Corporation, an established supplier of protection films based in Draper, Utah.

Nutter represented McCarthy Capital, a private equity investment firm, when it led a recapitalization and growth equity investment in Seven10 Storage Software, LLC to further accelerate growth.

Nutter advised Clintara in the sale to strategic acquirer Bracket Global, LLC.

Nutter advised Admune Therapeutics LLC in its sale to Novartis Institutes for BioMedical Research.

Nutter represented Harvey Building Products in its sale to Dunes Point Capital after a full auction process.

Nutter advised Lallemand USA, Inc., a U.S. subsidiary of a global yeast manufacturing company, when it acquired 100% of the equity of USA Yeast Company, LLC, a yeast manufacturing plant and business based in Mississippi.

Nutter represented North Middlesex Savings Bank in its merger with Marlborough Savings Bank.

Nutter represented McCarthy Capital, a private equity investment firm, when it partnered with Bamboo Rose, a provider of the digital B2B Marketplace for retailers, to continue its expansion.

Nutter advised Institution for Savings in Newburyport and its Vicinity, a Massachusetts-chartered mutual savings bank, in its acquisition of Rockport National Bancorp, Inc. (OTCQB: RPOR) and its wholly-owned subsidiary Rockport National Bank, a national bank, in an all-cash transaction valued at approximately $28.3 million.

Nutter represented CIRCOR International, Inc. (NYSE: CIR), a leading provider of valves and other highly engineered products for markets including oil and gas, power generation, and aerospace and defense, in its acquisition of Critical Flow Solutions (CFS) for $210 million.

Nutter represented Connecticut River Bancorp, Inc. (OTCQB: CORB) and its subsidiary, Connecticut River Bank, N.A., a national bank, both of Charlestown, NH, in its merger with Mascoma Mutual Financial Services Corporation and its subsidiary, Mascoma Savings Bank, in an all-cash transaction valued at $26.7 million.

Nutter advised Bank of New Hampshire and its parent BNH Financial, a mutual holding company, in their acquisition of Community Guaranty Corporation and its wholly-owned subsidiary Community Guaranty Savings Bank, a New Hampshire guaranty savings bank. The combined entity has approximately $1.4 billion in assets and 23 branch offices throughout New Hampshire.

Nutter advised Adams Community Bank, a mutual savings bank based in Adams, MA, in its acquisition of The Lenox National Bank, a national bank located in Lenox, MA. 

Nutter advised Centrix Bank & Trust, based in Bedford, NH, in connection with its acquisition by Eastern Bank Corporation in an all-cash transaction valued at approximately $134 million.

Nutter advised North Brookfield Savings Bank, a Massachusetts-chartered savings bank, in its merger with FamilyFirst Bank, a Massachusetts-chartered co-operative bank.

Nutter advised Greenfield Cooperative Bank, a co-operative bank based in Greenfield, MA, in its merger with The Northampton Cooperative Bank, a mutual co-operative bank based in Northampton, MA.

Nutter advised Granite Savings Bank, a mutual savings bank based in Rockport, MA, in its merger with Cape Ann Savings Bank, a mutual savings bank based in Gloucester, MA.

Nutter served as legal counsel to AppwoRx LLC, a Boston-based medical technology manufacturer, in connection with its acquisition by PatientNOW, a private equity-backed computer software company headquartered in Englewood, CO.

Nutter served as legal counsel to Baril Corporation, a leading medical specialty manufacturer of infection prevention, wound care, clinical chemistry, patient monitoring, and medical and surgical consumable products, in its acquisition by TEAM Technologies, Inc., a leading North American healthcare specialty manufacturer focused on oral and dental care and medical end markets. 

Nutter served as legal counsel to Beyonic, Inc., a digital payments management provider of business services for SMEs, fintechs, and social impact entities across Africa, in its acquisition by MFS Africa Limited, Africa’s largest digital payments hub.

Nutter served as legal counsel to Column Health, LLC in connection with its sale to Shore Capital Partners, a Boston-based private equity firm specializing in middle-market health care and food and beverage acquisitions.

Nutter served as legal counsel to Copley Equity Partners, a Boston-based private investment firm, in its investment to recapitalize, and facilitate the merger of, Aethon Aerial Solutions and Flight Evolved.

Nutter served as legal counsel to Copley Equity Partners, a Boston-based private investment firm, in connection with Gregory FCA’s acquisition of Affect, a B2B-focused firm serving technology, health care, and professional services clients. Gregory FCA, one of the nation’s 50 largest public relations firms, is a Copley portfolio company.

Nutter served as legal counsel to Cúram, a business intelligence service provider in the health care industry, in connection with its acquisition of PMC Medical Group, a multispecialty health care organization based in New Hampshire.

Nutter served as legal counsel to Definiti, a private equity-backed, national leader in the retirement services industry, in connection with its acquisition of Wisconsin-based National Administration, Inc (NAI).

Nutter served as legal counsel to Definiti LLC, a private equity-backed, national leader in the retirement services industry, in connection with its acquisition of Capital Retirement Plan Services, LLC.

Nutter served as legal counsel to Definiti LLC, a private equity-backed, national leader in the retirement services industry, in connection with its acquisition of Boetger Retirement Plan Services, LLC, a full-service design, recordkeeping, administration, and consulting firm specializing in administration of qualified retirement plan programs based in Pennsylvania.

Nutter served as legal counsel to Definiti LLC, a private equity-backed, national leader in the retirement services industry, in connection with its acquisition of Dana Consulting Group, Ltd. and Noble-Davis Consulting, Inc., two firms in the Great Lakes Region.

Nutter served as legal counsel to Eastprint Incorporated, a printed electronics solutions provider, in connection with its acquisition by East West Manufacturing, LLC, an integrated design, engineering, manufacturing, and distribution services partner for original equipment manufacturers and distributors throughout North America and Europe.

Nutter represented Fidelity Bank in its merger with Colonial Co-operative Bank.

Nutter is serving as legal counsel to Fidelity Bank in connection with its agreement with Cape Cod 5 to merge their respective mutual holding companies under one multi-bank holding company, Mutual Bancorp, subject to regulatory approval.

Nutter represented Great American Mining, Inc., a Bitcoin mining company that provides a utilization solution for oil and gas producers that have stranded energy that cannot be brought to market, in its sale to Crusoe Energy Systems, LLC.

Nutter served as legal counsel to Invoke Solutions, Inc., a research and content testing platform that serves many of the world's top video streaming services and broadcasters, in connection with its acquisition by MarketCast LLC.

Nutter served as legal counsel to iResearch, a leading multi-specialty clinical research center with locations in Decatur, GA and Savannah, GA, in connection with its acquisition by CenExel.

Nutter served as legal counsel to Kalahari Snacks, the #2 biltong brand in the U.S., in its acquisition by Stryve Foods LLC, an emerging healthy snacking platform and the leading air-dried meat snack company in the country.

Nutter served as legal counsel to lef Farms, an indoor grower based in Loudon, NH, in connection with its acquisition by BrightFarms, Inc., an indoor farming company and provider of locally grown packaged salads.

Nutter served as legal counsel to Magellan Jets, LLC, a private aviation solutions provider, in its acquisition of Stellar Labs, Inc.

Nutter is serving as legal counsel to North Shore Bancorp, the holding company for North Shore Bank, in connection with its agreement to combine with Hometown Financial Group, Inc., the holding company for bankESB, bankHometown, and Abington Bank.

Nutter served as legal counsel to Redi2 Technologies, Inc., a leading provider of revenue management and hosted fee-billing solutions in the global financial services industry, in connection with its acquisition by Envestnet.

Nutter advised RIND Snacks, a sustainable snack brand, in connection with its acquisition of Small Batch Organics, a Vermont-based manufacturer of award-winning granola product.

Nutter served as legal counsel to Shepley Wood Products, the premier building supply company for Cape Cod, Nantucket, and Southeastern Massachusetts, in its acquisition by Kodiak Building Partners, a Denver-based building products distribution platform.

Nutter served as legal counsel to T.F. Boyle Transportation, Inc. in its acquisition by Toronto-based Andlauer Healthcare Group Inc. (TSX: AND).

Nutter served as legal counsel to Ticket Evolution Inc. (“Ticket Evolution” or the “Company”), an end-to-end software provider for the event ticketing industry, in connection with its acquisition by Clearlake Capital Group, L.P. (together with its affiliates, “Clearlake”) and Clearlake operating advisor Sam Soni.

Nutter served as legal counsel to Turner Brothers, LLC, a Massachusetts-based concrete building services company, in its acquisition of Woodland Tilt-Up, Inc., a Florida-based specialty Tilt-Up construction contracting firm.

Nutter served as legal counsel to Veristat, LLC, a scientifically minded global clinical research organization (CRO), in its acquisition by WindRose Health Investors, LLC, a New York City-based health care private equity firm.