Lacee J. Wentworth, J.D.

Associate
Phoenix, Arizona

Introduction
Publications
Honors & Awards
Professional Experience
Blog
News & Information
Contact

Introduction

Lacee J. Wentworth is an Associate Attorney in the Commercial Practice Group at Handler Thayer, LLP.  Ms. Wentworth is licensed to practice law in Illinois, Arizona and Wisconsin. She focuses her practice on complex business transactions, mergers and acquisitions, securities compliance, corporate governance and a range of financing transactions.  Lacee also serves as general counsel to clients who do not employ in-house counsel, advising clients on real-world legal implications affecting their businesses. Lacee provides advice to entrepreneurs, start-ups, ultra-high net worth families, family offices and established businesses from a wide variety of industries including, but not limited to, manufacturing, distribution, insurance, agri-business, craft brewing and spirits, sports and entertainment, healthcare, physical therapy, diagnostic testing services and cryptocurrency.

Mergers & Acquisitions. Lacee is an active mergers and acquisitions lawyer, representing individual companies in stock and asset purchase transactions with various transaction sizes. Lacee is available to clients throughout the entire process, from the letter of intent and drafting of the purchase agreement through closing. She has also assisted clients with pre-transaction restructuring, including the completion of F reorganizations for tax purposes. 

Securities Financing & Compliance. Lacee helps entrepreneurs, start-ups and business owners navigate their securities regulation obligations and raise the capital needed to fund upcoming projects by preparing private placement memorandums and other disclosure documents, subscription agreements and investor questionnaires related to private placement offerings under Regulation D and other capital-raising exemptions. She has assisted clients with analyzing, structuring and documenting convertible note, common stock, preferred stock and other equity securities offerings. 

Lacee also advises clients regarding securities compliance issues and prepares and files the required forms. She handles the reporting for clients under Regulation D during an offering and Section 13 and 16 of the Exchange Act and has extensive experience with Forms 3, 4 and 5 related to corporate insiders, Form 13F for Institutional Investment Managers, Schedule 13D and 13G related to beneficial ownership of a reporting company and Form 13H for Large Traders.

Corporate Governance. Lacee counsels clients regarding shareholder, member and manager disputes and related matters. Lacee frequently counsels directors, managers and executive officers regarding responsibilities related to removal, resignation, permitted transfers and similar events. Lacee’s experience also includes preparing written resolutions, annual and special meeting minutes, policies, equity incentive plans, stock option plans and related award agreements. In addition, she regularly drafts and reviews a range of typical contracts including those related to executive compensation, employee and independent contractor relationships, equity compensation, vendor agreements and joint venture agreements.

Entity Selection, Structuring and Formation. Lacee has experience analyzing the benefits of business structures and entity selection to empower clients to organize and maintain the legal entity and structure best suited for their particular goals or transactions. Lacee frequently prepares organizational documents including By-laws, Shareholder Agreements, Buy-Sell Agreements, complex Operating Agreements with one or more classes of membership interests and related organizational documents. Lacee also assists clients with structuring and maintaining complicated organizational structures for various purposes, including protection from liability, asset protection, tax and advanced planning and in preparation for business combination transactions.

Lacee graduated Magna Cum Laude from law school with honors in the top 10% of her class and earned course honors for the highest grades in Legal Writing & Reasoning, Legal Research, Medical Malpractice, Tax Clinic and Federal Income Tax. While in law school she was a Notewriter and an Associate Editor of the Law Review and chosen as a Research Assistant and Teaching Assistant for several legal writing classes.  Prior to law school, Lacee earned a Bachelor of Arts Degree in Print Journalism with a minor in Political Science from the nationally-ranked Walter Cronkite School of Journalism at Arizona State University. Lacee is a widely published author with over 120 articles to her credit. 

Lacee J. Wentworth. “New York Finally Modernizes Filing Requirements for Rule 506 Offerings,” February 19, 2021.

Lacee J. Wentworth. “SEC Proposes Federal Exemption for Finders,” November 11, 2020.

Lacee J. Wentworth. “SEC Updates the Accredited Investor Definition,” September 21, 2020.

Lacee J. Wentworth. “Guidance for Employers: Returning to Work During the COVID-19 Pandemic,” June 5, 2020.

Lacee J. Wentworth. “What Private Employers Need to Know About Mandated Paid Leave Due to COVID-19,” March 24, 2020.

Lacee J. Wentworth. “Major Changes to the Delaware Series LLC,” August 1, 2019.

Lacee J. Wentworth. “Approaching SEC Deadline: Form 13F,” February 12, 2019.

Lacee J. Wentworth. “Tax Alert: New PATH Act Makes Many Tax Extenders Permanent,” February 2016.

Lacee J. Wentworth. “Tax Alert: Potential Limitations on Family Valuation Discounts,” August 2015.

Honors & Awards

  • Emerging Lawyers – 2018, 2019, 2020 and 2021

  • Handler Thayer, LLP Employee of the Year, 2021

Mergers and Acquisitions

  • Represented an ultra-high net worth family office in its acquisition of a minority investment in a Major League Baseball team; drafted investor group Operating Agreement, Contribution Agreement and other ancillary agreements in compliance with Major League Baseball Rules and Regulations.

 

  • Represented the sellers of an optometry and ophthalmology practice in a pre-closing reorganization transaction and their sale of the practice to a private equity partner, along with their simultaneous rollover of equity into the buyer; drafted reorganizational documents, including operating agreements and merger documents; drafted Stock Purchase and Contribution Agreement, Continuity Planning Agreement, Contribution Agreement, Employment Agreement and Administrative Services Agreement.

 

  • Represented the buyer in a series of acquisitions of multiple physical therapy clinics from multiple sellers; drafted Asset Purchase or Stock Purchase Agreements for each transaction and related Employment or Transition Services Agreements along with all ancillary documents.

 

  • Represented the sellers in their sale of the assets of two related protective equipment companies and the negotiation of a related post-closing transition services agreement; drafted Asset Purchase Agreement, Consulting Agreement, Assignment and Assumption Agreement and other ancillary documents.

 

  • Represented buyer in its purchase of a minority interest with special protections, such as a board seat and anti-dilution rights, in two entities that own and operate a casino facility; drafted Membership Interest Purchase Agreements, Amendments to Operating Agreement; assisted with due diligence.

 

  • Represented buyer in its acquisition of a diagnostic laboratory and assisted buyer in related $2.5M private placement offering of preferred units; drafted Membership Interest Purchase Agreement, Promissory Notes, Private Placement Memorandum, Subscription Documents, including Subscription Agreement and Investor Questionnaire and Operating Agreement for acquirer; filed federal and state Regulation D filings.

 

Corporate and Securities

  • Represented billionaire family office in its compliance with federal securities laws, such as such as Section 13(f) and 16 of the Securities Exchange Act of 1934 by preparing and filing quarterly Form 13Fs, annual Form 13Hs and periodic Schedule 13G and 13Ds with the SEC.

 

  • Represented Chinese company and its subsidiaries as its United States counsel in connection with its initial public offering on the Shanghai Stock Exchange; drafted necessary Legal Opinions and Supplemental Legal Opinions regarding Chinese company and public offering; drafted required amendments to Operating Agreements and made state filings for United States affiliates.

 

  • Represented healthcare protective equipment company in its distribution of K-95 masks during the COVID-19 pandemic to end user customers in Mexico; drafted Distributor Agreement.

 

  • Represented national diagnostics laboratory in its provision of COVID-19 testing services during the COVID-19 pandemic; drafted Diagnostic Services Agreements and negotiated revisions with customers, such as state health departments, hospital health systems and other private health practices.

 

  • Represented healthcare company in a recapitalization transaction that included the redemption of previous preferred investors and the obtainment of debt financing; drafted Membership Interest Redemption Agreement; Disclosure Memorandum and other related documents.

 

  • Represented two separate cryptocurrency companies in their private placement offerings and their efforts to lawfully offer new cryptocurrencies; drafted Private Placement Memorandums, operating agreements, subscription agreement, investor questionnaire and other necessary agreements.

 

  • Represented corporation involved in the discovery of a cure against cancer in its $2M private convertible promissory note offering; drafted Stockholders Agreement, Convertible Note and Warrant Purchase Agreement, Warrants, Convertible Notes, Accredited Investor Third Party Verification Letter and other agreements required for transaction; filed federal and state Regulation D filings.

 

  • Represented a $50M private equity hedge fund on structure and offerings; drafted applicable operating agreement for 3(c)(7) fund; filed federal and state Regulation D filings.

 

  • Represented holding company acquiring an interest in a health and wellness center; drafted Private Placement Memorandum, Investment Agreement, Accredited Investor Questionnaire, Limited Partnership Agreement, Operating Agreement; Bridge Loan Agreement and Promissory Note, Contractor Rights Assignment,  and Management Services Agreement and Amendments to Lease Agreement for center.

 

  • Represented Chicago law firm in connection with their business succession planning and buy-out of retiring partners.

Contact Information

Phone: (312) 641-2100
Email: lwentworth@handlerthayer.com
VCard

Chicago Office

191 North Wacker Drive, Ste. 2300

Chicago, Illinois 60606-1633

Naples Office

3050 North Horseshoe Drive, Ste. 154

Naples, Florida 34104-7911

Telephone: (312) 641-2100