Mr. Kutchin joined Berluti McLaughlin & Kutchin in 2011 as a partner. Mr. Kutchin's diverse practice focuses primarily in the areas of corporate transactions, complex business litigation, and commercial finance. Prior to joining the firm, he was a founding partner of Kutchin & Rufo, P.C., a small sophisticated firm that specialized in corporate law, complex commercial litigation, commercial finance, and real estate law. He practiced for over 23 years with Kutchin & Rufo, P.C.

Mr. Kutchin has considerable experience representing a broad range of privately‑held and publicly‑held companies in various industries on corporate formation and operation, securities offerings, sales and acquisitions, corporation finance, complex commercial transactions, and strategic business planning. His experience includes counseling companies from start-up through acquisition on matters including financing, licensing and technology transfers, strategic alliances, equity compensation, corporate governance, and real estate transactions. Drawing on his background as a corporate attorney, Mr. Kutchin's practice also involves the litigation of a wide variety of disputes in federal and state court, including breach of contract, business tort, securities fraud, real estate-related disputes and employment matters for clients in a diverse spectrum of industries.

Representative Engagements

• Representing numerous lenders and borrowers in multi-million dollar secured and unsecured loan facilities, including:
  • representation of a borrower hospital in connection with a $22 million credit facility (term loan, revolving credit line and equipment line of credit);
  • representation of senior lenders in connection with numerous asset backed and real estate backed lending facilities and with structured acquisition financing;
  • representation of private equity firm in connection with a $10 million unsecured revolving line of credit.
    
• Representation of public and private corporations, including portfolio companies of private equity firms, in a wide range of mergers, acquisitions and dispositions including:
  • representation of sister portfolio companies in simultaneous asset sale to two different purchasers involving an aggregate sale price of over $40 million;
  • represented a public corporation in a "private placement of public equity" (PIPE) transaction involving the sale of both convertible subordinated promissory notes and accompanying warrants and Series A preferred stock and accompanying warrants in an aggregate subscription amount in excess of $9 million;
  • represented a public corporation in the purchase of two subsidiaries in a cash transaction valued in excess of $20 million;
  • represented a public corporation in the sale/leaseback of its corporate offices and a large manufacturing facility in a transaction valued in excess of $15 million;
  • represented an architectural, engineering and construction management firm in the $15 million stock sale of its entire business;
  • represented the purchaser in a multi-million dollar acquisition of a Mercedes-Benz automobile dealership;
  • represented numerous start-up entities in the negotiation and placement of equity securities;
  • represented Uno Restaurant Holdings Corporation in the sale/leaseback of three restaurant locations in a transaction valued in excess of $8,000,000;
  • served as counsel for a publicly-held corporation in connection with its acquisition by a Hang Seng listed corporation; and
  • represented a corporation in the formation of a multinational joint venture with a large DAX 30 listed corporation.
• Representation of publicly held corporations in corporate governance matters, equity and debt financings, disclosure matters, stock exchange listing standards and securities compliance matters.
• Representation of corporations and executives in employment matters, including the negotiation of executive employment agreements, non-competition agreements and the resolution of employment disputes, including the enforcement of non-competition agreements.
• Counsel to an investment management firm and its senior officers in litigation alleging securities fraud, control person liability, negligent supervision and breach of fiduciary duty in the U.S. District Court for the Eastern District of Pennsylvania.
• Counsel to an office products company in litigation in Michigan State Court alleging breach of contract and violation of the uniform fraudulent conveyance act.
• Counsel to a senior officer in an action brought by National Amusements, Inc. in the US District Court for the District of Massachusetts alleging fraud, breach of fiduciary duty, Civil RICO and civil conspiracy allegations.
• Counsel to Parlex USA, Inc. in a claim for breach of real estate lease brought in the US District Court for the District of New Hampshire.
• Counsel to a private equity firm in a contract dispute action brought in the Delaware Superior Court alleging fraudulent misrepresentation and civil conspiracy to defraud.