Big firm talent. Small firm creativity.

Mary Beth H. Gray

Mary Beth Gray is a partner in the Business and Finance Department. She practices in the areas of mergers and acquisitions (representing sellers and buyers), corporate finance, corporate governance, corporate restructuring, and executive compensation. Her practice has a special focus on business succession, including the sale of businesses to employee stock ownership plans (ESOPs) and other transactions involving ESOPs.

Mary Beth has extensive experience in mergers and acquisitions, and has represented buyers and sellers in more than 300 transactions involving both equity and assets. Mary Beth also regularly advises companies and shareholders with respect to both transactional and operational issues, including corporate governance, stock ownership, succession planning, equity and non-equity compensation, securities law issues, corporate finance, and corporate tax matters.

Mary Beth has represented companies and owners in many different industries and at many different stages of growth. She has advised both start-up companies and mature companies engaging in a variety of transactions. In her ESOP work, Mary Beth has represented companies, sellers, and ESOP trustees in all facets of ESOP creation and maintenance, including plan design, corporate governance, fiduciary matters, equity ownership, compensation issues, and tax matters.

Mary Beth H. Gray

Partner
Business and Finance Department
215.496.7255
mbgray@kleinbard.com

Education

Boston University School of Law (J.D. 1993, cum laude)
Editor, American Journal of Law and Medicine

Harvard University (A.B. 1988, cum laude)

Practice Areas

Admissions

Pennsylvania and Massachusetts

Professional Highlights

Memberships

Forum of Executive Women
ESOP Association
National Center for Employee Ownership
Sustainable Business Network of Philadelphia

Recognition and Accomplishments

Mary Beth was named a Pennsylvania Super Lawyer in the area of mergers & acquisitions in 2014, 2015 and 2016.

Speaking

“ESOPs for Beginners”, ESOP Association’s 2017 Multi-State Conference, Scranton, PA, September, 2017.

“Should We Segregate the Accounts of Terminated Employees?”, NCEO 2017 Employee Ownership Conference, Denver, Colorado, April 4, 2017.

“ESOP Audits – Preparing For, Responding To and Getting Past ESOP Audits, Investigations and Reviews,” ESOP Association’s Pennsylvania and Delaware Chapter 2017 Spring Conference, York, Pennsylvania, March 30, 2017.

“Maintaining WBE, MBE or SDVSB Status in an ESOP Company,” Las Vegas ESOP Conference and Trade Show, Las Vegas, Nevada, November, 2016.

“Is an ESOP Right for You?  An In-Depth Look at Employee Stock Ownership Plans,” NCEO Meeting, Providence, Rhode Island, October 19-20, 2016.

“Issues Affecting Buyers and Sellers with ESOPs” and “Getting Ready for a Transaction,” 2016 Capital Strategies and M&A Forum hosted by Matheson Financial Advisors, Chicago, Illinois, May 9-11, 2016.

“ESOPs for Beginners” and “Re-Evaluating Your ESOP,” 20th Annual Multi-State ESOP Conference, Wilkes-Barre, Pennsylvania, September 16-17, 2015.

“Ownership Transition Using the Unique Tax and Governance Benefits of an Employee Stock Ownership Plan (ESOP),” Manufacturing Alliance of Philadelphia webinar, May 2015

“The Renewed Interest in C Corp ESOPs,” 2015 Capital Strategies and M&A Forum, May 2015

“Update on Greatbanc Trust Settlement and How to Survive a DOL Audit (or avoid one in the first place),” Pennsylvania/Delaware Chapter ESOP Association Annual Spring ESOP Seminar, April, 2015

“Breaking into Law: Business Law and Law Firms,” Wharton Business & Law Association, November 2014

“All Hands on Deck: Keys to ESOP Sustainability,” 2014 ESOP Association Las Vegas Conference and Trade Show, November 2014

“ESOPs & A/E Firms…Perfect Together,” Capital Strategies and M&A Forum, Chicago, Illinois, May 2014

“New Financial Statement Disclosure Requirements and Changes to EPCRS Requirements”, The ESOP Association Pennsylvania/Delaware Chapter Spring Seminar, Exton, Pennsylvania, April 2013

“ESOPs: Making Value Easier”, M&A Forum, Chicago, Illinois, June 2012

“ESOPs for Rookies” 17th and 18th Annual Multi-State ESOP Conferences, Scranton, Pennsylvania, September 2012 and 2013

“Fiduciary Liability of Successor ESOP Trustees”, The ESOP Association 2012 Las Vegas Conference and Trade Show, Las Vegas, Nevada, November 2012

“Business Succession Planning and Employee Stock Ownership Plans”, American Society of Women Accountants, Fort Worth, Texas, September 2011

Prior Experience

Prior to returning to Kleinbard in 2012, Mary Beth was most recently the managing shareholder of Steiker, Fischer, Edwards & Greenapple, P.C., a law firm specializing in employee ownership issues. From 2000-2005, she was a partner at Kleinbard and, prior to that, she was an associate in the Business and Finance Department of Morgan, Lewis & Bockius LLP in Philadelphia.

Representative Matters

  • Represented a wholly-owned subsidiary of a foreign holding company in a $60 million purchase of stock by the management team and a newly-formed ESOP.
  • Represented a retailer of women’s clothing in a corporate restructuring and sale of 30% of the company to an ESOP.
  • Represented a retailer of office furniture in a buy-out agreement with the former majority shareholder, sale of stock to an ESOP, and negotiation of new senior credit facilities.
  • Represented the sellers of a data management and technology company in the sale of their stock to an ESOP, in negotiation of certain corporate senior credit facilities, and in development of synthetic equity instruments for senior management.
  • Represented an engineering firm in the strategic acquisition of another firm, using the tax advantages of the buyer’s ESOP.

Community Activities

Mary Beth currently serves as the Chair of the Board of Directors of Covenant House Pennsylvania and is on the Board of the CAPA Foundation, a foundation supporting the activities of the Philadelphia High School for the Creative and Performing Arts.   In addition, she currently serves on the Board of Emerge Pennsylvania, a political leadership training program for Democratic women in Pennsylvania.  She is also a former member of the School Advisory Council for the Sadie Tanner Mossell Alexander University of Pennsylvania Partnership School.

Mary Beth H. Gray

Partner
Business and Finance Department
215.496.7255
mbgray@kleinbard.com

Mary Beth Gray is a partner in the Business and Finance Department. She practices in the areas of mergers and acquisitions (representing sellers and buyers), corporate finance, corporate governance, corporate restructuring, and executive compensation. Her practice has a special focus on business succession, including the sale of businesses to employee stock ownership plans (ESOPs) and other transactions involving ESOPs.

Mary Beth has extensive experience in mergers and acquisitions, and has represented buyers and sellers in more than 300 transactions involving both equity and assets. Mary Beth also regularly advises companies and shareholders with respect to both transactional and operational issues, including corporate governance, stock ownership, succession planning, equity and non-equity compensation, securities law issues, corporate finance, and corporate tax matters.

Mary Beth has represented companies and owners in many different industries and at many different stages of growth. She has advised both start-up companies and mature companies engaging in a variety of transactions. In her ESOP work, Mary Beth has represented companies, sellers, and ESOP trustees in all facets of ESOP creation and maintenance, including plan design, corporate governance, fiduciary matters, equity ownership, compensation issues, and tax matters.

Representative Matters

  • Represented a wholly-owned subsidiary of a foreign holding company in a $60 million purchase of stock by the management team and a newly-formed ESOP.
  • Represented a retailer of women’s clothing in a corporate restructuring and sale of 30% of the company to an ESOP.
  • Represented a retailer of office furniture in a buy-out agreement with the former majority shareholder, sale of stock to an ESOP, and negotiation of new senior credit facilities.
  • Represented the sellers of a data management and technology company in the sale of their stock to an ESOP, in negotiation of certain corporate senior credit facilities, and in development of synthetic equity instruments for senior management.
  • Represented an engineering firm in the strategic acquisition of another firm, using the tax advantages of the buyer’s ESOP.

Education

Boston University School of Law (J.D. 1993, cum laude)
Editor, American Journal of Law and Medicine

Harvard University (A.B. 1988, cum laude)

Admissions

Pennsylvania and Massachusetts

Professional Highlights

Memberships

Forum of Executive Women
ESOP Association
National Center for Employee Ownership
Sustainable Business Network of Philadelphia

Recognition and Accomplishments

Mary Beth was named a Pennsylvania Super Lawyer in the area of mergers & acquisitions in 2014, 2015 and 2016.

Speaking

“ESOPs for Beginners”, ESOP Association’s 2017 Multi-State Conference, Scranton, PA, September, 2017.

“Should We Segregate the Accounts of Terminated Employees?”, NCEO 2017 Employee Ownership Conference, Denver, Colorado, April 4, 2017.

“ESOP Audits – Preparing For, Responding To and Getting Past ESOP Audits, Investigations and Reviews,” ESOP Association’s Pennsylvania and Delaware Chapter 2017 Spring Conference, York, Pennsylvania, March 30, 2017.

“Maintaining WBE, MBE or SDVSB Status in an ESOP Company,” Las Vegas ESOP Conference and Trade Show, Las Vegas, Nevada, November, 2016.

“Is an ESOP Right for You?  An In-Depth Look at Employee Stock Ownership Plans,” NCEO Meeting, Providence, Rhode Island, October 19-20, 2016.

“Issues Affecting Buyers and Sellers with ESOPs” and “Getting Ready for a Transaction,” 2016 Capital Strategies and M&A Forum hosted by Matheson Financial Advisors, Chicago, Illinois, May 9-11, 2016.

“ESOPs for Beginners” and “Re-Evaluating Your ESOP,” 20th Annual Multi-State ESOP Conference, Wilkes-Barre, Pennsylvania, September 16-17, 2015.

“Ownership Transition Using the Unique Tax and Governance Benefits of an Employee Stock Ownership Plan (ESOP),” Manufacturing Alliance of Philadelphia webinar, May 2015

“The Renewed Interest in C Corp ESOPs,” 2015 Capital Strategies and M&A Forum, May 2015

“Update on Greatbanc Trust Settlement and How to Survive a DOL Audit (or avoid one in the first place),” Pennsylvania/Delaware Chapter ESOP Association Annual Spring ESOP Seminar, April, 2015

“Breaking into Law: Business Law and Law Firms,” Wharton Business & Law Association, November 2014

“All Hands on Deck: Keys to ESOP Sustainability,” 2014 ESOP Association Las Vegas Conference and Trade Show, November 2014

“ESOPs & A/E Firms…Perfect Together,” Capital Strategies and M&A Forum, Chicago, Illinois, May 2014

“New Financial Statement Disclosure Requirements and Changes to EPCRS Requirements”, The ESOP Association Pennsylvania/Delaware Chapter Spring Seminar, Exton, Pennsylvania, April 2013

“ESOPs: Making Value Easier”, M&A Forum, Chicago, Illinois, June 2012

“ESOPs for Rookies” 17th and 18th Annual Multi-State ESOP Conferences, Scranton, Pennsylvania, September 2012 and 2013

“Fiduciary Liability of Successor ESOP Trustees”, The ESOP Association 2012 Las Vegas Conference and Trade Show, Las Vegas, Nevada, November 2012

“Business Succession Planning and Employee Stock Ownership Plans”, American Society of Women Accountants, Fort Worth, Texas, September 2011

Prior Experience

Prior to returning to Kleinbard in 2012, Mary Beth was most recently the managing shareholder of Steiker, Fischer, Edwards & Greenapple, P.C., a law firm specializing in employee ownership issues. From 2000-2005, she was a partner at Kleinbard and, prior to that, she was an associate in the Business and Finance Department of Morgan, Lewis & Bockius LLP in Philadelphia.

Community Activities

Mary Beth currently serves as the Chair of the Board of Directors of Covenant House Pennsylvania and is on the Board of the CAPA Foundation, a foundation supporting the activities of the Philadelphia High School for the Creative and Performing Arts.   In addition, she currently serves on the Board of Emerge Pennsylvania, a political leadership training program for Democratic women in Pennsylvania.  She is also a former member of the School Advisory Council for the Sadie Tanner Mossell Alexander University of Pennsylvania Partnership School.