General Counsel & Secretary

• Mar 2019 - Present

Leader of 25-person legal department supporting iconic Sears and Kmart retail, Sears Home Services, Real Estate, Kenmore and DieHard brands, and other businesses. Lengthy track record of operating and leading in fast-paced and crisis environments, including during bankruptcy, COVID-19 and financially distressed situations.➣ Managed diverse project teams and executed M&A transactions on accelerated timelines, including serving as multi-function deal-team leader for $1B sale of Innovel logistics business to Costco and $200M sale of DieHard brand to Advance Auto Parts.➣ Member of Capital and Contracts Committee, responsible for reviewing and approving all large dollar contracts and capital expenditures by the company.➣ Achieved significant annualized expense savings by initiating project to consolidate multiple legal department systems into single consolidated system provided by single vendor.➣ Partnered with Chief Financial Officer and President of majority investor on numerous debt financing transactions. Show less

Leader of Human Resources Department

• Sep 2019 - May 2022

Lead all aspects of Human Resources organization, including HR business partnering, health and welfare benefits administration, HR operations and talent acquisition, supporting thousands of employees throughout United States and territories.➣ Led annual renewal of medical, dental, vision, and voluntary benefits plans. ➣ Planned and executed annual self-funded medical subsidy strategy.➣ Led RFP processes for 401(k) record-keeper administration, self-funded medical plan administration, including design and introduction of new plan option for associates, and health & welfare consulting services. ➣ Served integral role in overseeing multiple reductions-in-force and navigating challenges presented by COVID-19, including establishment and extensions of remote work policy, as well as temporary and subsequently-permanent layoff of several hundred corporate associates. Show less

Divisional Vice President, Deputy General Counsel & Corporate Secretary

• Apr 2018 - Mar 2019

Senior corporate transactions attorney. Provided primary support on over $1.5B of debt financings and numerous strategic M&A transactions. Handled all public company corporate secretary duties for more than 50 Board and Committee meetings over 12-month span. Critical participant in all legal and transactional aspects of Sears Holdings’ bankruptcy, including frontline role in negotiation and documentation of sale of substantially all assets to Transform Holdco LLC.➣ Served as lead M&A attorney on three sale transactions pursued simultaneously by majority stockholder, under process overseen by Special Committee of Board of Directors.➣ Presented related party transactions to audit subcommittee for approval.➣ Prepared proxy statement for annual meeting of stockholders; organized and conducted annual meeting.➣ Performed primary legal review of 10-Ks and 10-Qs, and prepared 8-Ks. Show less

Associate General Counsel - Corporate

• Jul 2017 - Mar 2018

Professional Support Lawyer

• Oct 2016 - Jul 2017

First U.S. transactional Professional Support Lawyer within Mayer Brown’s Knowledge Management department, supporting M&A and securities group. Developed standard form agreements, checklists, and other documents for M&A transactions to improve efficiency of firm lawyers and deliver better results for clients. ➣ Prepared forms of seller-favorable and buyer-favorable stock and asset purchase agreements. ➣ Monitored and provided weekly updates to attorneys regarding judicial developments in, and market practices regarding, M&A, private equity and other corporate transactions. Show less

Partner

• Jan 2012 - Oct 2016

Corporate law partner focused on structuring and negotiating domestic and cross-border mergers, acquisitions, divestitures and private equity transactions. Counseled clients on SEC disclosure and corporate governance matters, capital markets transactions and commercial contracts.➣ Led the sale by Renaissance Acquisition Holdings, LLC, a portfolio company of Roundtable Healthcare Partners, of its topical pharmaceutical business to Mylan N.V.➣ Led multiple acquisitions by Spectris PLC of privately-held and private equity-backed companies with worldwide operations.➣ Led sales of Baxter International Inc.’s Austrian-based marketed vaccines business to Pfizer Inc. and Czech Republic-based Vero cell platform to Nanotherapeutics, Inc.➣ Led the sale of Emmi Solutions LLC, a privately-held healthcare software company, including advising Emmi’s board of directors on fiduciary duty and conflict of interest issues. Show less

Associate

• Aug 2003 - Dec 2011