Charles
W.
Johnson
Shareholder; Chair - Business Law
Based in the firm’s Minneapolis office, Chuck is a shareholder and serves as the chair of the firm’s Business Law Section, which consists of more than 30 attorneys. He represents public and privately held companies practicing principally in the areas of:
- Mergers and acquisitions
- Commercial contracts
- International transactions
- Corporate restructuring
- Formation and business planning
- Technology and software licensing
- Shareholder buy-sell agreements
- Business and corporate transactions
- Private equity and venture capital financing
- Inter-shareholder issues
- Corporate and business counseling
Chuck’s clients represent a cross section of industries, including equipment manufacturing, food and beverage production and distribution, insurance, air travel, telecommunications, vending services, medical devices, banking and financial services, and software development and licensing.
Mergers and Acquisitions
Chuck has represented public and private companies in stock and asset acquisitions with purchase prices ranging from less than one million up to several billions of dollars. These transactions have included tax-free reorganizations, mergers of public companies, going private transactions, joint ventures, payment structures using earn-outs, mezzanine debt financing and purchases through Employee Stock Ownership Plans (ESOPs). Chuck’s recent representative experience includes:
- representing PepsiAmericas, Inc. in its merger with PepsiCo, Inc., a transaction involving the acquisition of all the outstanding shares of PepsiAmericas, Inc. and Pepsi Bottling Group. The transaction valued at $7.8 billion, created one of the world’s largest food and beverage companies;
- sale of a Wisconsin-based manufacturer of ingredients for the dairy, nutritional and food processing industry to Agropur, Inc, a Canadian cooperative and dairy industry leader with $3.4 billion in annual sales;
- representing a regional telecommunications company in the sale of its cell towers and related assets to SBA Communications Corporation, a publicly traded telecommunications company;
- representing a Fortune 500 client in a joint venture to form Central America’s largest bottling company;
- representing a national provider of employee payroll and benefit services in its sale to Arthur J. Gallagher & Co., a NYSE listed company that is a global provider of employee benefit and risk management services;
- representing PepsiAmericas, Inc. in its $750 million acquisition of Sandora, LLC, a Ukrainian beverage and snack company;
- representing a privately owned medical device company in $52 million sale to NYSE listed medical device company;
- representing a buyer in the acquisition of a publicly traded company that provides metallurgical services and in the subsequent going private transaction concerning the company;
- representing an international provider of air vending services in a series of strategic add-on acquisitions;
- representing a privately owned automotive and petroleum products company in $30 million sale of its assets.
International Experience
Chuck has extensive international legal experience. He has represented public and privately held companies in acquisitions throughout the world and has negotiated commercial contracts on behalf of his clients with vendors and customers around the globe. Chuck frequently works with Briggs’ Lex Mundi members to seamlessly assist clients in navigating foreign tax and antitrust issues, as well as Foreign Corrupt Practices Act (FCPA) compliance and foreign patent and trademark protection. Chuck’s significant international experience includes:
- acquisition of a Netherlands-based manufacturer of air vending equipment;
- $750 million acquisition by PepsiAmericas of Sandora, LLC, at the time the largest M&A transaction in the history of Ukraine;
- joint venture involving operations in Jamaica, Trinidad, Puerto Rico, Barbados, Mexico and Guatemala to form one of the largest privately controlled companies in Central America;
- formation of companies in Spain, Portugal, France and Belgium as strategic add-ons to international provider of air vending services;
- formation of joint venture in Bulgaria to acquire and operate Agrima Beverages;
- representation of a Netherlands dairy company in acquisition of cheese and whey producer;
- $52 million acquisition of a beverage and snack business in Romania;
- acquisition of food and beverage company in Trinidad and Tobago for $13 million;
- $28 million acquisition of Puerto Rican and Jamaican bottling companies.
Technology and Software Development and Licensing
Chuck counsels several companies that develop, distribute and license technology products and software. He also frequently represents users of technology in negotiating license agreements, service agreements, user agreements, development agreements and website agreements.
Community Involvement
For the past decade, Chuck and his wife have co-chaired Twin Cities’ Great Strides, the Cystic Fibrosis Foundation’s largest fundraising event, helping to raise more than $5 million for the organization. Chuck also previously served on the board of directors for both the Minnesota Chapter of the Cystic Fibrosis Foundation and the Minnesota Children’s Museum.
Recognitions
Chuck has been named a “Rising Star” by Minnesota Law & Politics and was featured in the “Big Deals” section of American Lawyer for his role in the $7.8 billion PepsiCo/PepsiAmericas merger.
Memberships and Education
Chuck is a member of the Minnesota and Wisconsin state bar associations. Prior to joining Briggs, Chuck was an attorney with a Wisconsin law firm focusing his practice in business and corporate transactions. He also served as the corporate accountant for Canadian Pacific Railway and as an auditor with KPMG.
Chuck received his B.A. in accounting magna cum laude from St. John’s University and received his law degree from Duke University School of Law. He joined Briggs in 1997.