Susan J. Messer - Sherrard, German & Kelly, P.C.

Ms. Messer is a Shareholder and Director of the firm, Chair of the Corporate Services and a member of the Employment, Real Estate and Tax practice areas.

Ms. Messer’s practice focuses in the area of mergers and acquisitions, corporate restructuring, commercial transactions, joint ventures and strategic alliances, and corporate and entity counseling for clients ranging from start-up and emerging businesses to multinational corporations. Her transactional experience includes mergers, stock sales (including §338(h)(10) elections), asset sales, divestitures, redemptions, joint venture, and cross-border transactions. She provides general corporate counseling and advice on formation, governance, fiduciary duties, and succession planning.

Ms. Messer also is experienced in representing non-profit corporations. She advises on corporate and governance issues including bylaws, committee charters and policy issues. Her representation of non-profits includes drafting and negotiating standard agreements such as affiliation agreements, grant award terms and conditions, clinical trial agreements, jointly-funded research agreements, research agreements with for-profit industry partners, and sponsorship agreements.

She has a specialized area of focus in private aircraft ownership and routinely assists owners of private aircraft with respect to the acquisition, use and management of the aircraft including the lease of the aircraft for charter operations.

Representative Services

Counseling Business Entities
Corporate Governance
Mergers and Acquisitions
Non-profit Law
Commercial Transactions
Joint Ventures and Strategic Alliances
Aircraft Acquisitions and Management

Selected Engagements

Represented a publicly-owned corporation in strategic acquisition of semi-conductor laser, fiber amplifier and micro-optics business in cross-border transactions of over $200 million.
Represented an advanced materials company in connection with its acquisition of an optics company located in China for approximately $100 million.
Represented a publicly-owned corporation in numerous strategic acquisitions of manufacturing companies located in California, Denver, Ohio, Connecticut, Massachusetts, Texas and the Philippines.
Represented regional manufacturing company in $80 million sale of business to publicly-owned company.
Represented numerous clients in connection with the acquisition of an aircraft, ownership structuring and charter and management services.
Represented a private equity firm in connection with its acquisition and restructuring of a capacitor manufacturer located in Massachusetts.
Represented a heavy equipment dealership in connection with acquisition of various strategic businesses.
Represented an insurance broker in connection with the acquisition and spin-out of a division of a public insurance company.
Represented a number of insurance companies in connection with the sale of their businesses.
Represented a software provider in connection with the sale of the company to a private equity firm.

Education

J.D., University of Pittsburgh School of Law, 1992
B.A., Duquesne University, 1989

Professional & Community Activities

Member, American Bar Association
Member, Pennsylvania Bar Association
Member, Allegheny County Bar Association
Member, National Business Aviation Association


Contact Info sjm@sgkpc.com Phone: 412-258-6702 Fax: 412-261-6221 LinkedIn vCard Download PDF Practice Groups Corporate Services Employment Real Estate Tax Bar Admission Commonwealth of Pennsylvania All Attorneys Susan J. Messer Shareholder and Director Ms. Messer is a Shareholder and Director of the firm, Chair of the Corporate Services and a member of the Employment, Real Estate and Tax practice areas. Ms. Messer’s practice focuses in the area of mergers and acquisitions, corporate restructuring, commercial transactions, joint ventures and strategic alliances, and corporate and entity counseling for clients ranging from start-up and emerging businesses to multinational corporations. Her transactional experience includes mergers, stock sales (including §338(h)(10) elections), asset sales, divestitures, redemptions, joint venture, and cross-border transactions. She provides general corporate counseling and advice on formation, governance, fiduciary duties, and succession planning. Ms. Messer also is experienced in representing non-profit corporations. She advises on corporate and governance issues including bylaws, committee charters and policy issues. Her representation of non-profits includes drafting and negotiating standard agreements such as affiliation agreements, grant award terms and conditions, clinical trial agreements, jointly-funded research agreements, research agreements with for-profit industry partners, and sponsorship agreements. She has a specialized area of focus in private aircraft ownership and routinely assists owners of private aircraft with respect to the acquisition, use and management of the aircraft including the lease of the aircraft for charter operations. Representative Services Counseling Business Entities Corporate Governance Mergers and Acquisitions Non-profit Law Commercial Transactions Joint Ventures and Strategic Alliances Aircraft Acquisitions and Management Selected Engagements Represented a publicly-owned corporation in strategic acquisition of semi-conductor laser, fiber amplifier and micro-optics business in cross-border transactions of over $200 million. Represented an advanced materials company in connection with its acquisition of an optics company located in China for approximately $100 million. Represented a publicly-owned corporation in numerous strategic acquisitions of manufacturing companies located in California, Denver, Ohio, Connecticut, Massachusetts, Texas and the Philippines. Represented regional manufacturing company in $80 million sale of business to publicly-owned company. Represented numerous clients in connection with the acquisition of an aircraft, ownership structuring and charter and management services. Represented a private equity firm in connection with its acquisition and restructuring of a capacitor manufacturer located in Massachusetts. Represented a heavy equipment dealership in connection with acquisition of various strategic businesses. Represented an insurance broker in connection with the acquisition and spin-out of a division of a public insurance company. Represented a number of insurance companies in connection with the sale of their businesses. Represented a software provider in connection with the sale of the company to a private equity firm. Education J.D., University of Pittsburgh School of Law, 1992 B.A., Duquesne University, 1989 Professional & Community Activities Member, American Bar Association Member, Pennsylvania Bar Association Member, Allegheny County Bar Association Member, National Business Aviation Association Sherrard, German & Kelly, P.C. 535 Smithfield Street, Ste. 300 Pittsburgh, PA 15222 USA Phone: 412-355-0200 Fax: 412-261-6221 Email and Employment Opportunities: sgk@sgkpc.com