Keith W. McBride is an Of Counsel attorney at Diepenbrock Elkin Gleason LLP, focusing on general business matters and corporate finance transactions. He has a Martindale-Hubbell rating of AV Preeminent Lawyer. During his initial years of practice, he was a corporate securities counsel with the California Department of Corporations. In this regulatory capacity, he reviewed public and private corporate securities offerings and venture capital proposals, from start-up entities through public offerings. He has since focused his practice on corporate finance matters and has represented investors and entities as buyers, sellers, or lenders in a broad range of investment, acquisition, and divestiture transactions. He has acted as counsel and negotiator in transactions involving the financing of businesses nationwide and abroad. He also represents nonprofit organizations on a regular basis.
Counseled a large agricultural corporation through the process of regular board meetings and advised its board on issues relating to interested director transactions following discovery of improprieties by a former shareholder and board member.
Represented large privately-held corporation in its qualification of a series of debt securities offerings with the California Department of Corporations.
Advised an operating corporation in acquiring a large private loan. Negotiated and drafted relevant documents, including a security agreement, financing statements, loan agreement and promissory notes.
Advised beverage corporation in securing a multi-million dollar operational line of credit from a major national bank.
Advised and represented nonprofit corporation in its initial issuance and subsequent reissuance of tax-exempt bonds.
Represented foreign financial institution in acquiring a California-based bank on an expedited basis as mandated by FDIC.
Represented shareholders of an U.S.-based multinational energy field service company in the sale for cash of all outstanding stock to a new public company. Negotiated and drafted the stock sale agreement and related sale documents. Coordinated due diligence tasks, including compliance with the Foreign Corrupt Practices Act in the company’s foreign operations.
Advised a large international software company in its acquisition of a U.S.-based software corporation. Negotiated and drafted the asset purchase agreement, assignment and assumption agreements, intellectual property transfer documents, and other related documents.
Represented shareholders of California energy service company in sale of control to designated managers within the company. Negotiated and drafted sale agreement and related security documents.
Counseled and represented local container manufacturer in the sale for cash of all outstanding stock to regional manufacturer.
Advised multimillion dollar family-owned manufacturing business through ownership transfer to the next generation together with a new financial management team that took minority ownership interest.
Counseled family general partnership in its ongoing ownership of real property, including transition to an LLC and renegotiation of existing mineral lease agreements with a power plant operator. Advised family regarding the transition of ownership and management to the next generation.
Counseled multimillion dollar manufacturing business in California regarding the transfer on the death of its principal shareholder of the company’s stock to charitable trust, while maintaining preferred stock returns to uninvolved spouse. Also advised regarding the prospective management transition from the founder to new management team on death of the founder.
Advised family-owned technology company through its transition planning using stock option agreements and eventual management takeover by key employees.
Counseled and represented regional beer distributor sale of business to large beverage distributor.
Mr. McBride is a member of the American Bar Association (Business Section and its Forum on Franchising), the California State Bar Business Section, and the Business Section of the Sacramento County Bar Association. He regularly participates in legal education panels and programs.