Miller Johnson’s Automotive Practice Group provides full-service counsel to all levels of the automotive supply chain, ranging from Tier 1 suppliers to tooling manufacturers. The attorneys in the Automotive Practice Group have substantial experience advising and representing clients in all aspects of the automotive industry. Our expertise includes but is not limited to:
We have successfully helped clients in supplier disputes to both enforce their contractual rights and ensure an uninterrupted supply to OEMs. We have assisted suppliers in negotiating resolutions to various commercial issues with their customers and suppliers. We also regularly advise many of our automotive clients about the use of demands for adequate assurance of future performance and other rights available under the Uniform Commercial Code (UCC) and the enforcement of rights under the Michigan Special Tools Lien Act and Molders’ Lien Act.
We guide our automotive clients in drafting and revising the terms of their purchasing documents, quotations, RFQs, and other purchasing/sales documentation to provide protection from the potential risks of the challenges faced by all suppliers in the industry, including rising raw material costs, “just-in-time” inventory requirements, and the international growth of the industry. We also regularly offer advice in the “battle of the forms” issues that frequently arise when the terms of quotations and purchase orders materially differ.
When negotiations can’t find solutions, we have successfully represented our clients in enforcing their contractual rights and remedies under the UCC. We regularly succeed in obtaining the injunctive relief that ensures continued supply and have represented our automotive clients in a wide variety of litigation matters.
We help our clients negotiate Accommodation and Access Agreements with troubled suppliers and other constituents; transition supply to an alternate source; ensure continued supply; and protect against exposure to upstream suppliers and OEMs resulting from supply interruptions. We also have the tools to assist a client who has the misfortune of facing a financial crisis. We have substantial experience advising and representing clients in all aspects of troubled supplier representation, including negotiating Accommodation and Access Agreements with key customers and lenders, managing strained supplier relationships, controlling creditor actions, and dealing with employee concerns. We have also successfully aided troubled suppliers in finding prospective purchasers and negotiating sales of companies and business units as going concerns to maximize value to both creditors and equity holders.
We help our clients navigate through the complexities of automotive supplier bankruptcy proceedings. We have represented clients in all aspects of these proceedings, including reclamation demands, claims under the Special Tools Lien Act and Molders’ Lien Act, preserving administrative claims, negotiating post-petition business terms, and preference defense. Miller Johnson has also represented clients in connection with sales of assets and business units in bankruptcy.
We also advise and represent our clients, both union and non-union, in all types of labor and employment matters. We have substantial expertise negotiating collective bargaining agreements, plant shutdowns and WARN Act issues, executive retention and termination, and other labor and employment issues regularly faced by our automotive clients.
Mergers and Acquisitions
Miller Johnson’s mergers and acquisitions experience includes many types of businesses, and being Michigan-based means our tool kit includes a wide variety of transactions in automotive-related industries as well as broader manufacturing industries. We regularly help our automotive clients negotiate and structure mergers and acquisitions and other business combinations and advise them on the challenges that arise in that context. These include the broader areas of asset sales, recapitalizations, and reorganizations; areas like venture capital, transaction financing, and tax-exempt financing; and compliance issues such as securities and environmental matters. We have participated in the buying and selling of Tier 1, Tier 2, and Tier 3 automotive suppliers, including stampers, plastic molders, packaging companies, foundries, die casters, and tool and die and mold shops. We have been involved in the purchase and sale of automotive businesses in distressed situations, in both in-court and out of-court transactions. We not only represent manufacturers but also negotiate numerous transactions for automotive distributors and retailers. Our work also extends beyond Michigan, including, for example, the asset purchase of an automotive components manufacturer in Indiana, the purchase of a manufacturing and assembly subsidiary in Mexico, and the acquisition of stock of an automotive stamping plant in Hungary.
- Miller Johnson serves as general outside counsel to a large Tier 1 supplier headquartered in Oakland County, with annual sales in excess of $1 billion.
- Miller Johnson also serves as general counsel to dozens of West Michigan-based Tier 1, Tier 2, and Tier 3 suppliers, advising the suppliers on all aspects of their business.
- Miller Johnson represents many tooling and special equipment suppliers to the automotive industry, including one of the largest manufacturers of plastic molding equipment in the industry.
- When a long-time client and middle-market auto parts manufacturer began to experience a financial crisis, Miller Johnson represented the manufacturer in negotiating with its customers, lenders, and a potential suitor to ensure a sale of the manufacturer as a going-concern on an out-of-court basis, maximizing the value of the company’s assets for the benefit of all constituencies.
- Miller Johnson represented a large financial institution in the liquidation of an auto parts manufacturer. The case involved significant negotiation of resourcing, liquidation, and Accommodation Agreements with the OEMs to preserve collateral value.
- Miller Johnson represented a manufacturer of rubber products for the automotive industry in a forward triangular merger with a strategic private equity acquirer in a $52-million transaction.