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Karen L. Culton

Senior Counsel

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Karen L. Culton is Senior Counsel in the Hartford office of GRSM and is a member of the Business Transactions practice group. She has diverse business transactions experience, including M&A, JVs and joint development arrangements, IT and BPO sourcing transactions, and private equity and venture finance, as well as past trademark prosecution and litigation experience. Karen represents both acquirers and targets in middle-market stock, asset and merger transactions and has experience in many industries, including software, manufacturing, logistics, medical devices, electronics, big data, and cable television. Karen has served as investment counsel for public pension funds and negotiated the terms of the funds’ investments in various PE funds.

Karen also regularly handles corporate structuring and organizational matters, such as counseling clients on formation of entities, structuring LLCs and corporations, drafting and negotiating operating agreements, shareholder agreements, and other organizational documents, and management and governance matters. Karen also advises clients on and negotiates commercial and operational contracts, such as manufacturing and supply agreements; software, data, and other licenses; consulting and services agreements; and distribution, dealer, reseller and other sales agreements.

In addition to prior experience at other firms, Karen previously served as General Counsel of a big data analytics company. In that role, she focused on the company’s business, transactional and finance needs. She worked with senior management in negotiating PE and strategic investments and debt financings; setting up employee incentive equity plans; and implementing multiple strategic partnerships for the joint development of analytics solutions. Karen negotiated customer contracts for “analytics-as-a-service” offerings and handled licensing and other procurement. She oversaw the company’s and its affiliates’ U.S. and overseas corporate and organizational matters.

  • Stock sale of cloud-based software provider to PE fund, including restructuring and conversion of target company immediately prior to sale.
  • Multiple $25-35M stock and asset acquisitions by affiliated U.S. subsidiaries of a European public company in the electrical products manufacturing.
  • Cross-border contractual joint ventures by government contractor for the commercialization of its marine monitoring and analytics solutions.
  • Multiple joint development arrangements by big data analytics company for development and worldwide commercialization of analytics solutions, including preparation of services terms, SOWs, distribution, and reseller agreements.
  • Representation of individual PE fund partners in connection with parent-level acquisitions and analysis of partners' resulting economic, buy-sell, and employment terms.

Admissions

  • Connecticut
  • New York
  • Maryland (inactive)

Memberships

  • Connecticut Bar Association

Community Involvement

  • Board of Trustees of The Independent Day School, 2016-present
    • Facilities Management Committee Chair
    • Finance Committee
    • Enrollment Management Task Force

Education

  • J.D., with Honors, George Washington University National Law Center, 1994
  • M.A., with Honours, Economics with International Relations, University of St. Andrews, 1989
  • Amherst College, attended 1985-1987

Honors

  • Recognized by Chambers USA, America’s Leading Lawyers for Business 2018, Corporate/M&A