Tessa W. Bell

Her experience touches on a wide range of business matters and spans many sectors — including technology, software as a service (SaaS), telecommunications, infrastructure, health care, manufacturing, and consumer products.

M&A, Private Equity, and Corporate Transactions

Tessa leads domestic and international buy-side and sell-side transactions, including strategic and private equity mergers and acquisitions, with particular attention to drafting and negotiating merger agreements, stock and asset purchase agreements, operating agreements, rollover agreements, restrictive covenant agreements, incentive equity documents, representation and warranty (R&W) insurance policies, transition services agreements, ancillary transaction documents, closing documents, and related issue lists.

Her practice includes analyzing material risks and liabilities and advising on an array of transactional issues, including transaction structuring, incentive equity arrangements, complex capitalization matters, executive employment arrangements, integration, corporate governance, and diligence matters. Tessa regularly counsels executive teams and founder-owned companies through exit transactions. For client portfolio companies, Tessa also serves as outside general counsel and assists with the ordinary course of legal needs.

Representative Experience

• A managed infrastructure solutions provider and portfolio company of a private equity sponsor in eight acquisitions of domestic and international cloud services, managed services, and recovery services providers.
• A provider of national security technologies in its definitive agreement to be acquired by a space and defense tech company.
• A private equity firm in its majority investment in a software tax appraisal company.
• A venture capital and private equity firm in its acquisition of a reliability improvement and condition-monitoring training provider for machinery manufacturers.
• A private equity firm in its minority investment in a flooring company.
• A unified communications as a service (UCaaS) provider in its sale to a private equity firm.
• A SaaS and payment service provider in its acquisition of a summer camp software company.
• A kidney health care company in a three-way merger with a kidney health care provider and a kidney care management company.
• A hydroponic equipment provider in its acquisition of makers of organic hydroponic products.
• A biotech company in its acquisition of a manufacturer of instruments that measure biologic activity in aquatic environments.
• A non-opioid pain management pharma company in its acquisition of a biopharma company focused on osteoarthritis therapies.
• A health care investment firm in its investment and take-private acquisition of a developer and manufacturer of advanced respiratory technology. 

Personal Interests

In her free time, Tessa enjoys snow skiing, playing piano, reading, hiking, and yoga.