Jonathan F. Wolcott
Partner
Overview
Jonathan Wolcott is an attorney in Holland & Knight's Tysons office and a member of the Corporate, Mergers & Acquisitions and Securities (CMAS) Section. Mr. Wolcott represents public and private companies and their boards, investment banks, private equity funds and individual investors in a variety of transactional, securities law compliance and capital-raising activities.
Mr. Wolcott has completed numerous merger, acquisition and disposition transactions involving public and private companies, private equity firms and individual investors. He has extensive experience from both the buy and sell sides, with transaction participants ranging from small, closely held businesses to Fortune 500 companies.
In addition, Mr. Wolcott has served as outside securities counsel to public companies and investors regarding compliance with U.S. Securities and Exchange Commission (SEC) and stock market rules, corporate governance matters, preparation of periodic reports and proxy statements, public and private offering activities, merger and tender offer transactions, and proxy battles.
Mr. Wolcott has represented a diverse range of businesses in areas such as government contracting (GovCon), leisure and residential property management, investment banking, political communications and media, mortgage and financial services, restaurants, internet-based business services, waste management, telecommunications, biotechnology and employee consulting. He has particular knowledge and extensive experience representing government defense, intelligence and information technology (IT) services companies, as well as affiliated private equity sponsors, in mergers and acquisitions (M&A), corporate restructurings and investor buyouts, and securities law matters. Mr. Wolcott also serves as outside counsel to investment banks concentrating on the GovCon sector. He has completed more than 100 M&A transactions in the GovCon space.
Mr. Wolcott is dedicated to serving his community and those in need. He is the partner in charge of Holland & Knight's Public and Charitable Service department in the Tysons office, overseeing all of the office's pro bono and community service activities. In addition, he has held numerous leadership positions and is active in various community and nonprofit organizations in the greater Washington, D.C., region, including Carpenter's Shelter, The Art League and Episcopal church organizations.
Representative Experience
- Represented Copper River Family of Companies (Alaska Native General Services) in the acquisitions of The Prospective Group and Aspire Medical Staffing
- Represented Trek Leisure Vacations LLC in its acquisitions of Manzanita Beach Getaways, Stay Local Nashville, Brunswick Vacation Rentals, Carolina Getaway and Beyond Expectations
- Represented PLEX Solutions in its sale to Markon, a portfolio company of Sterling Investment Partners
- Represented portfolio companies of private equity firm Enlightenment Capital Partners, including in the sales of IntelliBridge Corp. to Agile Defense and System High Corporation to Ridgeline International
- Represented Cryptic Vector in its sale to an Enlightenment Capital affiliate
- Represented SecuriGence LLC, an agile, minority- and veteran-owned small business, in its acquisition by Chenega Corporation
- Represented A3 Technology Inc., a provider of specialized engineering and program management services to the Federal Aviation Administration (FAA), in its sale to management investors
- Represented Yulista Holding LLC, a wholly owned subsidiary of Calista Corporation, in its acquisition of DSoft Technology, Engineering & Analysis Inc.
- Represented Edgewood Management Corporation, an affiliate of MidCity Development Corporation, in its sale to Full Circle Real Estate Partners LLC
- Represented Rational 360 (formerly known as Rational PR) in the sale of its government services business unit to Cogito Government Services
- Represented Mythics LLC in a control investment by One Equity Partners
- Represented Federal Advisory Partners (F|A|P) in its sale to Sagewind Capital, leading to the formation of Tria Federal
- Represented Qbase LLC in its sale to Tyto Athene, a portfolio company of Arlington Capital Partners
- Represented IDS International Government Services LLC in its acquisitions of GovSource LLC and DECO LLC
- Represented Excivity Inc. in its sale to BlueHalo, an Arlington Capital Partners portfolio company
- Represented Comprehensive Health Services Inc. to an affiliate of DC Capital Partners, leading to the formation of Caliburn International (now Acuity International)
- Represented Primescape Solutions Inc. in its sale to HighPoint Global LLC
- Represented Phase One Consulting LLC in its sale to an affiliate of private equity firm RLJ Equity Partners
- Represented a Global Security and Solutions (GS&S) business of U.S. Investigations Services Inc. (USIS) in its sale to Pacific Architects and Engineers Inc. (PAE)
- Represented Bluestone Investment Partners in its acquisition of GAP Solutions Inc.
- Represented Whitney, Bradley & Brown Inc., an employee stock ownership plan (ESOP)-owned company, in its sale to NetStar-1 Holdings LLC, an affiliate of Lake Capital Partners
- Represented Scitor Corp., a 100 percent ESOP-owned company, in its sale to an affiliate of Leonard Green Partners L.P.
- Representation of The KeyW Holding Corp. (NASDAQ: KEYW) as chief outside securities counsel during its lifetime as a public company, including its $89.25 million common stock offering, acquisition of Sotera Defense Solutions Inc., employee stock option exchange tender offer, $149.5 million public offering of senior convertible notes and $100 million secondary common stock offering
- Chief outside securities counsel to Argon ST Inc during its lifetime as a public company, including the Argon Engineering-Sensytech reverse merger and Argon ST's $76.7 million secondary offering of common stock
- Represented Wavelength Strategy LLC in its sale to Stagwell Inc. (NASDAQ: STGW)
- Represented G Squared Capital Partners LLC, a premier boutique investment bank specializing in government services and technology, in its sale to Piper Sandler & Co. (NYSE: PIPR)
- Represented STG Group Inc. in its sale to Global Defense and National Security Systems Inc., a special purpose acquisition company (SPAC), resulting in STG Group becoming publicly traded (OTCMKTS: STGG)
- Represented Acentia LLC, an affiliate of Snow Phipps Group, in its sale to MAXIMUS Inc.; advised Acentia in its previous acquisition of Information Systems Consulting Group Inc.
- Represented Zeta Associates Inc. in its sale to Lockheed Martin Corp. (NYSE: LMT)
- Represented Dynamics Research Corp. (NASDAQ: DRCO) in its sale to Engility Corp. (NYSE: EGL), as well as on its previous acquisitions of High Performance Technologies Inc. and Kadix LLC
- Represented Telanetix Inc. (OTC BB: TNIX) in its sale to Intermedia.Net Inc. (dba AccessLine)
- Represented GTSI Corp. (NASDAQ: GTSI) in its sale to UNICOM Systems Inc.
- Represented Paradigm Holdings Inc. (NASDAQ: PDHO) in its sale to CACI International Inc. (NYSE: CACI)
Credentials
- University of Virginia School of Law, J.D.
- Amherst College, B.A., magna cum laude
- District of Columbia
- Virginia
- Carpenter's Shelter, Board of Directors, 2015-Present; Board Chair, 2024-2026; Outside Pro-Bono Counsel, 2015-Present
- The Art League, Board of Directors, 2001-2015; Outside Pro Bono Counsel, 2001-Present
- Grace Episcopal School, Board of Trustees, 2011- 2017; Journey-to-Adulthood (J2A) Leader, 2010-2012
- Episcopal Diocese of Virginia, Resolutions Committee, 2013-2014
- Holland & Knight Pro Bono All-Star, 2020-2025