Mr. Gromacki represents corporate clients in many large and sophisticated M&A, securities and corporate finance transactions. While he works with clients across a broad array of industry sectors, Mr. Gromacki has deep experience in the industrial/manufacturing, aerospace and defense, government contracting, automotive, agriculture, food and beverage, energy, and financial industries.
In December 2020, Mr. Gromacki represented Aerojet Rocketdyne (NYSE: AJRD) in connection with its entry into a definitive agreement relating to its sale to Lockheed Martin (NYSE: LMT) for $5.0 billion pursuant to an all-cash merger transaction.
Mr. Gromacki regularly represents General Dynamics (NYSE: GD) in its major M&A and capital markets transactions. Among dozens of M&A transactions, he represented GD in its 2018 acquisition of publicly traded CSRA (NYSE: CSRA) for $9.7 billion, and its 2011 acquisitions of Vangent (NYSE: VANG) for $960 million and Force Protection (NYSE: FPVD) for $360 million. Further, he has represented GD in its public offerings of over $22 billion of securities, including its $7.5 billion public debt offering in 2018 and its $4.0 billion public debt offering in 2020. He also represents GD in its corporate governance, disclosure, and related matters.
Mr. Gromacki represents General Motors (NYSE: GM) in corporate and securities matters. In 2018, he represented GM in a $1.6 billion underwritten secondary offering of GM common stock by the UAW Retiree Medical Benefits Trust (VEBA). In 2017, he represented GM in its $3.0 billion public offering of senior notes. In 2014, he represented GM in its $2.5 billion public offering of senior notes. In 2013 and 2014, he represented GM in a $4.5 billion Rule 144A offering of senior notes and the related $4.5 billion registered exchange offer. In 2013, he represented GM in a $1.7 billion underwritten secondary offering of GM common stock by the U.S. Department of the Treasury and the UAW Retiree Medical Benefits Trust (VEBA) and a $175 million underwritten secondary offering of warrants to purchase GM common stock by the UAW Retiree Medical Benefits Trust (VEBA) through a modified "Dutch auction" process. In 2012, he represented GM in its $5.5 billion negotiated share repurchase of GM common stock from the U.S. Department of the Treasury.
In 2010, he represented GM in connection with its history-making $23.1 billion initial public offering — the then largest IPO in global history. In 2009, he represented GM in the Section 363 sale of substantially all of its assets to a newly-formed entity sponsored by the U.S. Treasury in connection with GM’s voluntary petitions for relief under Chapter 11 of the Bankruptcy Code, a transaction valued at over $50 billion.
Over the course of this career, he also has represented GM in a wide variety of matters, including the following:
- 2007 $5.6 billion sale of Allison Transmission to The Carlyle Group and Onex Corporation (TSX: ONEXF)
- 2007 offering of $1.5 billion of GM convertible debt securities
- 2003 split-off of Hughes Electronics from GM and the subsequent acquisition by News Corporation (NYSE: NWSA) of 34% of Hughes for $6.6 billion as part of transactions valued at over $17 billion and GM’s 2004 sale of $911 million of News Corporation Preferred ADSs in an underwritten public offering
- 2003 global offering of $17.9 billion of debt securities
- 2000 exchange offer of $9 billion of GM's Class H common stock for its $1-2/3 par value common stock
- 1999 $1.7 billion initial public offering of Delphi Automotive Systems (NYSE: DPH)
- 1999 $9 billion spin-off of Delphi from GM
- 1997 $27 billion restructuring of GM's Hughes Electronics subsidiary (including the spin-off of Hughes Defense from GM followed by its merger with Raytheon (NYSE: RTN)
- 1996 $28 billion split-off of EDS (NYSE: EDS)
In 2013 and 2014, Mr. Gromacki represented Archer Daniels Midland (NYSE: ADM) in its $1.3 billion sale of its global cocoa business to Olam International Limited (SP: OLAM) and its $440 million sale of its global chocolate business to Cargill Inc.
In 2007, Mr. Gromacki represented Sam Zell in an $8.2 billion going-private transaction involving the Tribune Company (NYSE: TPCO).
In 2006, he represented J.P. Morgan Securities in its role as financial advisor to WPS Resources in connection with WPS Resources’ $1.6 billion merger with Peoples Energy (NYSE: PGL).
Mr. Gromacki represented the Chicago Board of Trade in connection with a wide variety of corporate and securities law matters, including its 2005 restructuring and demutualization into a stock, for-profit company in a transaction involving a public offering of securities to CBOT members. He also represented CBOT Holdings (the holding company for the Chicago Board of Trade) in its $200 million initial public offering later in 2005.
Additionally, Mr. Gromacki represented BP (NYSE: BP) in connection with certain significant transactions, including the 2000 and 2001 divestitures of its Alliance refinery and related assets in transactions valued at over $1.2 billion.
Mr. Gromacki also has represented various other corporate clients, including Honeywell (NYSE: HON), Booz Allen Hamilton (NYSE: BAH), the Chicago Board Options Exchange (NYSE: CBOE), Aerojet Rocketdyne (NYSE: AJRD), Schneider Electric (NYSE: SBGSY), LGS Innovations and others, in M&A, corporate and securities law matters.