
Ann-Marie McGaughey
FAX: 404.527.4198
Experience
Ann-Marie McGaughey is a partner in the Corporate department and serves on the Board of Directors of the Firm. Ms. McGaughey focuses on the general corporate representation of both publicly and privately-held companies in a wide variety of industries, including financial services, manufacturing, retail, automotive, travel, education, health and beauty, technology and service-oriented industries.
Ms. McGaughey has significant experience in commercial lending transactions, contract negotiation, mergers, acquisitions, divestitures, joint ventures and strategic alliances. In addition to advising clients on a broad range of corporate matters, including financings, commercial contracts and corporate governance, Ms. McGaughey often serves as lead outside counsel, managing the provision of all legal services required to meet a client's needs. Ms. McGaughey also has extensive experience representing family-owned businesses.
Ms. McGaughey also advises clients with respect to analysis under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and the pre-merger notification filings with the Federal Trade Commission and Department of Justice.
Ms. McGaughey serves as an editor of the MLA Mergers & Acquisitions Quick Reference Guide.
Atlanta Magazine has recognized Ms. McGaughey on their lists of Georgia Super Lawyers. Ms. McGaughey has also been selected by her peers to be included as a member of Georgia Trend’s Legal Elite. In addition, the Atlanta Business Chronicle included Ms. McGaughey on their first "Up and Comers" list, which profiled 50 of Atlanta’s most promising young leaders. Ms. McGaughey has also been featured in Atlanta Woman Magazine in its Leaders in Law series.
Notable Engagements
Representation of Just Energy Income Fund (TSX:JE.UN) in its acquisition of Hudson Energy Services for approximately $304 million. Just Energy funded the acquisition by entering into an agreement to sell to a syndicate of underwriters led by RBC Capital Markets, GMP Securities L.P. and CIBC World Markets Inc., as joint bookrunners, $330 million aggregate principal amount of convertible debentures. Just Energy is one of North America’s leading independent natural gas and electricity retailers and providers of green energy.
Representation of the federal government of Canada in connection with the court-supervised sale of Chrysler that resulted in an alliance with Italian car maker Fiat. As part of the transaction, the Canadian government (along with the government of Ontario) provided a $3.775 billion loan which enabled Canada to maintain its 20 percent production share in the North American market and protect nearly one million Canadian jobs. The government of Canada also acquired an equity investment in the new Chrysler.
Representation of the federal government of Canada in connection with the court-supervised sale of a majority interest in General Motors to the U.S. Department of Treasury, in which the Canadian government (along with the government of Ontario) provided a $9.5 billion loan to the new General Motors – an amount proportional to the $50 billion package provided by the U.S. government. As part of the transaction, the government of Canada also acquired an equity investment the new General Motors.
Representation of U.S. Bancorp (NYSE: USB) subsidiaries in connection with numerous acquisitions and strategic alliances in the U.S., Canada and the U.K., including representation of CanadaConex in its acquisition of InternetSecure Inc., Canada's largest non-bank provider of Internet credit card processing of small to medium online merchants, and the negotiation of strategic agreements with GE Consumer Finance Canada related to credit card processing sponsorship.
Representation of Littelfuse, Inc. (NASDAQ:LFUS) in connection with its $80 million Syndicated Term Loan Agreement with JPMorgan Chase Bank, N.A., as Agent, Bank of America, As Syndication Agent, Wells Fargo Bank, N.A., as Documentation Agent, and J.P. Morgan Securities, as Sole Lead Arranger and Sole Book Runner.
Representation of BCD Travel B.V., a privately owned Dutch company providing global corporate travel management services with operations in 90 countries and over $12 billion in sales, in connection with its $475 million syndicated credit facility with ING Bank N.V., acting as Agent and ING Bank and Bank of America, acting as Issuing Banks. The senior credit facility involved the pledge of security located in the U.S., the U.K., Canada, Belgium, the Netherlands and Germany.
Representation of TRX, Inc. (NASDAQ:TRXI) in connection with its credit facility with Atlantic Capital Bank, which involved the pledge of security in the U.S., Germany and India.
Representation of UK and Netherlands-based Reed Elsevier (NYSE:RUK) and its subsidiaries in a variety of transactions, including the acquisition of the largest gaming festival in North America and the acquisition of a Texas and Canada-based publishing and consulting company specializing in the markets for sulphur, sulphuric acid and sulphur products.
Representation of The Home Depot (NYSE:HD) and its subsidiaries in connection with acquisitions related to its consumer and commercial services businesses.
Representation of Delta Air Lines (NYSE:DAL) in connection with the formation of SkyTeam Cargo USA, a global cargo alliance among Delta, Air France and Korean Airlines, as well as the admission of Alitalia into the alliance. The alliance focuses on cargo being shipped from the U.S. to locations throughout the world.
Education
- J.D., Mercer University School of Law, cum laude, 1993 (Managing Editor, Mercer Law Review; Brainard Currie Honor Society)
- B.A., Bowling Green State University, cum laude, 1989 (Phi Beta Kappa and Phi Kappa Phi Honor Societies)
Admitted
- Georgia
Publications:
- "Taking Advantage of the Weak US Dollar," Financier Worldwide, International & Acquisitions, co-authored with Gary Marsh and Michael Cochran, 2008.
- "Delaware Supreme Court Limits Remedies Against Directors to Derivative Claims," Buying Trouble Advisory, co-authored with Michael Cochran, July 10, 2007.
- "Trends in Middle-Market Private Company M&A/LBO Activity," Financier Worldwide, Leveraged Buyout Review, co-authored with Michael Cochran, 2005.
Seminars and Presentations:
- "Getting Deals Closed in the Current Market: A Focus on Execution," ACG Capital Connection, February 2010.
- "Women on Board Training," Georgia Association for Women Lawyers and the Atlanta Women's Foundation, February 2010.
- "Building Relationships and Credibility with Your Attorneys 201: What Do Attorneys Expect From Us Anyway?," Legal Marketing Association Future Leaders Roundtable, January 2010.
- "The GM and Chrysler Bankruptcies: Lessons Learned and Ramifications," Fourth Annual Buying Trouble Conference, October 2009.
- "Insights into Teaming, Subcontract and Joint Venture Agreements," Government Contracts Seminar, September 2009.
- "Merger Control - Dealing with EU Regulators," International Association of Young Lawyers Seminar, March 2009.
- "Professional Service Firms - Governing Documents and Potential Issues," CPA Law Forum, January 2009.
- "Preparing for a Sale of the Business," ICLE Presentation, 2004, 2005 and 2007.
Civic Activities:
- Board of Directors Network, President
- British American Business Group, Board of Directors
- Everybody Wins! Power Lunch Program, Reading Mentor
- Imagine It! The Children’s Museum of Atlanta, Board of Directors
- Mount Pisgah Christian School, Advancement Council
Professional Activities:
- Atlanta Bar Association
- Georgia Bar Association
- International Bar Association




