• Share
  • Email
  • Print

David L. Forney

Partner
+1.412.355.6330
Fax +1.412.355.6501
+1.202.778.9497
Fax +1.202.778.9100

David Forney is a strategic joint venture specialist and a “company side” corporate lawyer. For over 30 years, David has represented industry parties in hundreds of complex joint venture, M&A and other strategic transactions. Today, David primarily represents large companies in strategic joint venture, alliance and other transactions with competitors and strategic partners. David also acts as outside general counsel adviser to various clients.

David represents businesses on core business transactions primarily of a strategic nature. David has developed close working relationships with management, in-house counsel, in-house business development teams, internal due diligence teams and subject matter legal experts. David has experience with internal approval processes, accounting and reporting matters, competition concerns, and risk tolerances unique to company side participants. David has 30 years of experience representing public and private industry participants, on top of a four-year foundation at Price Waterhouse (now PricewaterhouseCoopers) as a CPA.

David’s experience includes domestic and international strategic joint venture and alliance transactions for public and private clients, such as Carrier Corporation, PPG Industries, Inc., Wheeling Pittsburgh Steel Corporation, World Wrestling Entertainment (the “WWE”) and the Voest-Alpine unit of Siemens. For more 20 years, David has been approved M&A counsel for United Technologies Corporation (UTC) and its business units for transactions under $1 billion and has handled more M&A transactions for UTC business units than any other outside counsel during the past 20 years. He has completed over 150 transactions for Carrier Corporation, UTC Fire and Security, Pratt & Whitney, Hamilton Sundstrand, UTC’s Innovation Business Development Division, and the UTC parent company in various M&A, joint venture, re-structuring, and commercial transactions.

David represented Liberty Tire Recycling, the largest tire recycler in North America, in more than 100 strategic transactions ranging up to $250 million and represented Liberty Waste Services, formerly in the municipal solid waste business, in more than 140 strategic transactions ranging up to $325 million. David also represented United States Filter Corporation in most of its strategic acquisitions during its high growth years before it was sold to Vivendi of France.

David’s strategic transactional expertise spans a broad range of industries, including HVAC, aerospace, coal mining, metallurgical coke production, steel mill maintenance, software engineering, vehicle coatings for auto manufacturers, OEM product distribution, industrial explosion protection, home security monitoring, fire fighter training systems, industrial power cell components, grand prix race tracks, electric hand dryers, water filtration systems, energy conservation services, fuel cell patent portfolios, automobile manufacturers, waste hauling, transfer stations and landfills, recycling, supply chain logistics, fund-of-funds investment companies, office and storage space systems, hospital patient and property tracking systems, commercial engineering, software engineering, interstate highway paving, school bus transportation, movie theatre chains, and even ice cream novelty products.

In addition to domestic and international strategic joint ventures and alliances, transaction forms include severe carve-outs, squeeze-out mergers, combined asset, stock and merger transactions, 50/50 partnership buyouts, options to acquire privately held businesses, and mergers. Joint venture and M&A transaction value range up to U.S. $1 billion and commercial contracts arrangements range up to U.S. $5 billion, both in non-public transactions.

David’s primary office is in Washington D.C. but he maintains an office in Pittsburgh, Pa.

Professional/Civic Activities

  • Member, District of Columbia Bar Association
  • Member, Maryland Bar Association
  • Member, Pennsylvania Bar Association
  • Member, Virginia Bar Association

Speaking Engagements

  • Joint Venture Agreements: Advanced Structuring, Drafting and Negotiating Strategies; Center for Competitive Management (C4CM) Webinar.
  • Structuring Successful Joint Ventures: Navigating Formation, Capital, Control and Other Complexities; Strafford Webinar.

Additional Information

Prior to attending law school, David practiced for four years at Price Waterhouse (now PricewaterhouseCoopers) in Pittsburgh, PA as a Certified Public Accountant (CPA). David previously taught courses in accounting at Carnegie Mellon University and Point Park College as an adjunct professor and authored BNA Tax Management Portfolio 19-7, Bad Debts. Prior to joining K&L Gates in 1988, David practiced tax and corporate law for three years at Dechert in Philadelphia, PA.

For most of his adult life, David has been involved with organizations benefiting children. He is a friend and contributor to the Children’s Inn on the campus of the National Institutes of Health (NIH) in Bethesda, MD, which provides the last hope for children who have exhausted all known conventional treatments. David was also a director for the Three Rivers Young People’s Orchestra in Pittsburgh for 6 years.
Representative Strategic Joint Venture Transactions

  • Strategic Joint Venture between UTC Climate, Controls & Security and Midea: Represented UTC Climate, Controls & Security, a unit of United Technologies Corp. in connection with the formation of a distribution joint venture with Midea America, a subsidiary of Midea Group Co., Ltd., a public Chinese OEM, for the supply of Midea’s ductless HVAC systems through Carrier Corporation’s distribution network in North America.
  • Strategic Joint Venture between Carrier Corporation and Bosch North America: Represented Carrier Corporation in connection with the formation of a production joint venture with Robert Bosch Corporation for the manufacture of water sourced heat pumps for sale to supply chains of Carrier Corporation and Bosch Thermotechnology in North America.
  • Strategic Global Alliance between PPG Industries and Kansai Paint: Represented PPG Industries in connection with a global alliance with Kansai Paint Corporation (a Japanese paint manufacturer) to supply automobile coatings from both participants to Japanese “transplant” auto manufacturers in North America, Europe and parts Asia.
  • Strategic Joint Venture between Wheeling Pittsburgh Steel and Severstal: Represented Wheeling Pittsburgh Steel Corporation in connection with a production joint venture with Severstal to produce and supply metallurgical coke (used to make steel) from a coke battery in West Virginia to steel plants of both venture participants.
  • Strategic Distribution Joint Venture between Carrier Corporation and WATSCO: Represented Carrier Corporation in connection with the formation of a joint venture with WATSCOfor the wholesale distribution of HVAC equipment at various locations in North America.
  • Strategic Joint Venture between WWE and Authentic Brands:  Represented World Wrestling Entertainment (the WWE) in connection with a performance wear product joint venture between the WWE and Authentic Brands Group for the promotion and sale of the TapouT brand of athletic performance wear.
  • Strategic Joint Venture between Carrier Corporation and Russell Sigler: Represented Carrier Corporation in connection with the formation of a joint venture with Russell Sigler for the wholesale distribution of HVAC equipment in the south-western U.S.
  • Strategic Joint Venture between Carrier Corporation and Midlands Carrier Trasnsicold: Represented Carrier Corporation in connection with a joint venture involving Reefer Systems, Inc. (Midlands Carrier Trasnsicold) to provide HVAC wholesale distribution in California.
  • Strategic Joint Venture Agreement among Three Major Competitors: Represented a world-wide OEM market leader in connection with a confidential joint venture among three major competitors to manufacture a primary OEM component from two facilities in Europe and one in the United States for sale to supply chains of all three competitors on both continents. 
  • Strategic Joint Venture between Newbold Corporation and Addressograph Bartizan: Represented Newbold Corporation in connection with a Canadian joint venture with Addressograph Bartizan to manufacture and sell credit card machines in North America.
  • Strategic Joint Venture between Voest Alpine and Bethlehem Steel:Represented Voest Alpine Corporation in connection with a joint venture with Bethlehem Steel Corporation to provide heavy maintenance services to Bethlehem Steel’s Sparrows Point, Maryland steel mill.
  • Strategic Joint Venture with Grand Prix Race Track:Represented a premier European Grand Prix Race Track business in connection with a proposed joint venture with certain private parties concerning the construction and operation of a formula race track.
  • Scroll Technologies Joint Venture Unwind: Represented Carrier Corporation in connection with the unwind and sale of its 50 percent joint venture general partnership interest in Scroll Technologies, a compressor manufacturer, with Bristol Scroll Compressors.

Representative M&A Transactions

  • Sale of Patent Portfolio:  Represented the UTC Innovation Business Development Division in connection with the sale of a patent portfolio to Ballard Power Systems consisting of approximately 1,300 patents, patent applications and invention disclosures, and know-how primarily for proton exchange membrane fuel cell technology for civilian mobile applications combined with a strategic alliance arrangement led by a joint Advisory Council.
  • Sale of Explosion Protection Business: Represented UTC Fire & Security in connection with a complex “carve-out” sale from seven UTC affiliates to Sentinel Capital Partners, a New York private equity firm, of an industrial factory explosion protection business unit that had substantial operations located in the United States, United Kingdom, France, Switzerland, and Germany.
  • Sale to The Washington Post Company: Represented UTC Fire & Security in connection with the sale to The Washington Post Company of Forney Corporation (no relation) (a maker of combustion equipment for power plants) located in the United States and Mexico with Asian affiliates.
  • Acquisitions of Sensitech and FreightWatch: Represented Carrier Corporation in connection with the acquisition of Sensitech Corporation and a follow-on acquisition several years later of Freight Watch International (supply chain monitoring and logistics companies) from separate private equity firms.
  • Acquisition of NORESCO: Represented Carrier Corporation in connection with the acquisition of NORESCO (a provider of facilities energy conservation services) from a group of private equity firms.
  • Sale of World Dryer Corporation: Represented Carrier Corporation in connection with the sale of World Dryer Corporation (maker of electric hand dryers) to a private equity firm and management.
  • United Technologies Corporation - Other Transactions: Represented various UTC Affiliates over a 20-year period in connection with the purchase or sale of over 150 business, including the sale of certain businesses of the Chubb Fire & Security Division to Comvest,a private equity firm;the sale of the Beverage Air Division to National Consolidated Industries, Inc.; the sale of the Transport Refrigeration Division to Carrier Transicold; the sale of the Heat Transfer Products Group to American Refrigeration;the sale of the Tyler Refrigeration Division to Hill Phoenix; the sale of the International Cold Storage Division to Crown Tonka;the sale of the Wells Bloomfield Division to The Middleby Corporation;the sale of the Comfort Systems Division to United Environmental Services;the sale of the Carter-Hoffmann and Wells Bloomfield to Monomoy Capital Partners; the sale of the MagicAire Division to management; the sale of the North American Bus Air Conditioning Division to Mobile Climate Control;the sale of the Bottle Cooler Division to the Ali Group North America; the sale of the Ardco Curved Glass Division to American Securities Group;the purchase of certain US subsidiaries of Maytag U.K.; and the purchase of the following companies in separate transactions over a period of years from their respective founders: Refrigerated Container Services, E.B. Ward Company, Pressure Products Industries, California Suppression Systems, Intelligent Automation Corporation, Thermo Industries, Total Logistics, Mercury Instruments, Environmental Market Solutions, Thermo Engine Supply, and United Environmental Services.
  • Chipwich: Represented the ownership group of Chipwich (maker of the first novelty ice cream product in the United States) in connection with its sale to Coolbrands and Integrated Brands.
  • Jaguar, Ferrari and Kia: Represented Jaguar USA, Ferrari North America,and Kia Motors OEMs over a five-year period in connection with numerous dealer acquisitions and dispositions as well as an internal corporate reorganization for Ferrari North America.
  • Deitrich Foundation Caymans Investment Company: Represented the Deitrich Foundation in connection with the formation, mergers, reorganizations and debt transactions with PNC Bank of numerous Cayman Island entities with investments in high-end private equity funds of funds and the ultimate transfer of more than $750 million from the Caymans to the Deitrich Foundation in Pittsburgh PA.
  • United States Filter Corporation: Represented United States Filter Corporation (one of the world’s largest water filtration companies) over a six-year period in connection with its acquisition rollup of most of its water filtration and processing companies during its high growth years, including transactions with Permutit, Water Pro, Arrowhead, Polymetrics, Everpure, Jet-Tech, GeoPure, Kisko, Ionpure, Membrolox, Chester Engineers, Illinois Water Treatment, Smogless, Interlake Water Systems, Polymetrics, Utility Supply Group and Zimpro, prior to its sale to Vivendi of France.
  • Halliburton Energy Services, Inc.: Acted as US counsel to Halliburton Energy Services in connection with the sale of its Dutch investment in Enventure Global Technology.
  • CollegeGrad.com sale to Blackboard: Represented the founder of CollegeGrad.com (an information service for college grads)in connection with its sale to Blackboard and subsequent repurchase, resale and repurchase of CollegeGrad.com over a 15 year period.
  • Tele-Tracking Technologies: Represented Tele-Tracking Technologies over a seven-year period in connection with numerous acquisitions and restructuring transactions, including transactions with UPMC Pittsburgh Medical Center, Hill-Rom, RadarFind, Spectrum Equity,and Net Health Systems.
  • Liberty Tire Recycling: Represented the Liberty Tire Recycling group (the largest recycler of tires and maker of rubber byproducts in North America) over a 18-year period in connection with its formation, capital restructuring, multiple private equity and mezzanine investments, minority stockholder issues, its purchase of more than 75 tire related businesses, its sale to American Securities, its $275 million debt restructuring with Jefferies Finance, LLC, PNC Bank and Comerica Bank in July, 2015, with ongoing company level representation.
  • Liberty Waste Services: Represented the Liberty Waste Services groups (processers and disposers of municipal solid waste) over a 12-year period in connection with their formation, capital restructuring, multiple New York and Pittsburgh-based private equity and mezzanine investments, bank loans, purchases of more than 75 municipal solid waste landfills, transfer stations, and trucking companies in various parts of the United States, and the ultimate sale of the consolidated groups to large waste companies, including Waste Management Services, Allied Waste Industries,and American Waste,and other capital transactions with Comerica Bank, Lazard, Park Avenue Equity,and PNC Venture Capital.
  • Sale of Shenango Incorporated to DTE (Detroit Edison): Represented family ownership group of Shenango Incorporated in connection with the sale by merger of Shenango Incorporated (owner of a metallurgical coke facility in Pennsylvania) to DTE,an affiliate of Detroit Edison.
  • Sale of Mincorp and PBS Coals to Severstal: Represented the owners of Mincorp and PBS Coals (owners and operators of deep coal mines used for metallurgical coke) in connection with its sale to a Canadian affiliate of Severstal.
  • Mashuda Corporation sale to Mountain Top Excavation: Represented the founders of Mashuda Corporation (a highway construction company) in connection with its sale to Mountain Top Excavation.
  • Clearview Cinema Theater Acquisitions: Represented Clearview Cinema Corporation over a three-year period in connection with its acquisition rollup of numerous movie theaters, including acquisitions from AMC and Regal, prior to its sale to Cablevision.
  • Sundance Theater Group: Represented Korean-based CJ CGV in connection with its proposed acquisition of the Sundance Theater Group from the Robert Redford Group.
  • Laidlaw Bus Company Acquisitions: Represented Laidlaw over a four-year period in connection with the rollup of numerous school bus companies.
  • Spang & Company Foreign Operations: Represented Spang & Company in connection with various foreign capital and loan transactions to foreign affiliates through the Caymans, Barbados, Hong Kong, and other intermediaries.
General Corporate Matters

  • General Corporate Counseling: Provided general corporate counseling over a broad range of corporate subjects, including over 40 commercial loan transactions, formations and restructurings, shareholder arrangements, minority stockholder disputes, and complex commercial contracts, to numerous clients over 30 years, including Williams Scotsman/Algeco Scotsman (worldwide group), Liberty Tire Services, TeleTracking Technologies, Shenango Incorporated, Mincorp/PBS Coals, OSR (Open System Resources), Spang & Company, Ferrari North America, Aloe Coal Companies, Voest Alpine Corporation, United Technologies Corporation, United States Filter Corporation, Kerotest Industries and Aloe Coal Companies.