Independent Governance for Complex Situations.
Supporting boards, investors and management teams through transactions, turnarounds and critical inflection points.
Why Independence Matters
Independent judgment is most valuable when decisions matter most.
- Brings an objective, experienced perspective to board deliberations, particularly when interests are not fully aligned.
- Challenges assumptions and helps boards evaluate alternatives in complex or high-stakes situations.
- Supports disciplined, well-informed decision-making that reflects strong governance that stands up to scrutiny.
Leadership Through Perspective
Curt Lindeman brings a multi-dimensional perspective to board leadership, formed by service as a director, a member of executive management teams, and ongoing work with private equity sponsors and their portfolio companies.
This experience provides a practical understanding of how boards, management teams and investors approach decision-making, particularly in situations involving transactions, strategic shifts or operational complexity.
It also supports a disciplined approach to governance, helping boards evaluate alternatives, challenge assumptions and make decisions that are both effective and well-founded.
Role as Independent Director
As independent director, Curt Lindeman’s principal goal is to provide guidance to help drive strategy, protect decision-makers by reinforcing governance, elevating process integrity, and reducing exposure to risk.
Strategic Advantages
Objective Insight
An independent director is not part of the company’s management team and doesn’t have material ties to the business or stakeholders. This independence allows them to provide unbiased judgment on key issues, and challenge executive decisions when necessary. This objectivity is critical in transactions involving insiders.
Fresh Perspective
An independent director with a diverse and multi-industry background can add depth to strategic planning, assist in identifying new opportunities, help anticipate external shifts, and fill gaps in management team and board experience.
Enhanced Governance & Accountability
Engaging an independent director reinforces strong corporate governance standards, assists with transparent decision-making, and encourages ethical behavior.
Risk Management & Crisis Navigation
An independent director can help identify, assess and manage risks, and act as a stabilizing force in crisis situations.
Stakeholder Confidence
The presence of an independent director signals credibility and professionalism to investors, lenders and other stakeholders, improves stakeholder relations and confidence, and can lead to easier access to capital.
Restructuring Management
An independent director with transactional and restructuring experience provides sponsors and lenders with the comfort of knowing that the restructuring process can be effectively managed, while avoiding the increased potential for liability and preserving value.
Reduce Potential Director & Stakeholder Liability in Restructurings
In restructurings, director actions are highly scrutinized, and having an independent director helps to reduce director and stakeholder liability and preserve the integrity of the process.
Strengthen the Record for Litigation Defense
Independent directors are often critical in litigation and regulatory investigations because: (1) their presence bolsters the record that decisions were made in the best interest of the company and stakeholders; (2) courts often give business judgment rule protection more readily, and (3) it is harder to pierce the corporate veil or assert personal liability.
Support Governance Standards Required by Investors & Regulators
Private equity sponsors, institutional investors, and lenders often require independent board representation to show that the company follows best practices, which lowers their own exposure to reputational or legal risk, especially in industries with tight compliance standards.
Effective Communication
An independent director can assist in ensuring that there is appropriate communication between the management and the various stakeholders. If disputes arise, the independent director can mediate and document a fair process, helping prevent allegations of breach of fiduciary duty or coercion by powerful stakeholders.
Board Experience
Curt Lindeman has spent an entire career sitting on and advising boards of all kinds. He has served as both an independent director and an executive director. He has worked with both public and private companies, as well as for-profit and non-profit entities. Across his engagements, Curt has been responsible for successfully leading his companies through turnarounds, in-court and out-of-court restructurings, stakeholder disputes and growth strategies.
Representative Engagements
July 2024 - February 2025
Italian Restaurant chain serving family-style meals in an eclectic group-friendly setting
As independent director and sole member of the board, led the company through a successful financial restructuring of approximately $50mm in secured debt achieved through a sale of assets under Chapter 11. The complex engagement included closing seventeen (17) underperforming stores, renegotiating the leases on many of the forty-four (44) remaining stores, DIP financing, separating the infrastructure from a parent entity (financial, sales/marketing, information technology, vendor management, insurance, employment/payroll), and managing the business in a volatile post-Covid restaurant environment.
September 2023 - Present
In association with the University of Southern California Michelson Center Convergent Science Institute in Cancer, the Pink Test focuses on the early detection of Breast cancer using blood draws instead of mammograms
Member of the Advisory Board to assist with the development of the overall strategy for both the test and its related digital health companion product. This includes, guidance on the regulatory pathway to market, intellectual property, financing, marketing/branding, and vendor/customer relationships.
June 2020 – April 2023
An all-in-one ecommerce website solution that helps businesses of all sizes build and manage successful online stores
As an independent director, led the company through a successful Chapter 11 balance sheet restructuring of approximately $40mm in debt resulting in an agreement with the secured creditor to revise terms of the matured debt. Throughout the engagement, implemented material organizational changes and efficiencies that positioned it to drive innovation and enhance its existing platform. Despite the headwind of an uncertain restructuring, the company had limited attrition in a highly competitive sector and city, and was named one of the best companies to work for in Austin by multiple sources.
May 2015 - November 2020
Integrated provider of Internet, voice and television services engineered specifically for multi-tenant residential purposes
Joined the board in connection with the purchase of the assets of the business by the senior lenders under Article 9 of the UCC. As independent director and Chairman of the Board, led the hiring of a new senior management team, and launch of a new high-speed, fiber-based broadband platform designed exclusively for the multi-family market. The successful transition to the new platform allowed the company to be sold in 2020.
August 2006 – October 2011
During period of service was a publicly-traded building products company with annual revenues up to $804mm, and as many as 3,200 employees
As Vice President, General Counsel & Corporate Secretary, responsible for all aspects of corporate governance, including ensuring that the directors had the resources and counsel necessary to fulfill their fiduciary duties. Participated in the formulation of board meeting agendas, prepared board materials, participated in all board and committee meetings, facilitated and participated in board education and development, assisted with director recruiting and compensation matters, and responsible for the director and officer insurance program.
Led the company through a debt-for-equity restructuring under Chapter 11. Restructuring reduced the company’s debt by approximately $272 million, required only 124 days in bankruptcy, and included a relisting on The NASDAQ Stock Market LLC.
May 2017 – September 2017
College focusing on providing hand's-on medical training targeted to allow students move rapidly into the healthcare work force
Elected by the senior lender to serve as independent director for the limited purpose of helping to resolve a dispute between the former owners and the senior lender. Once it was successfully resolved, my engagement ended.
June 2010 – August 2010
Supplier of ready-mix concrete and building materials within the Detroit Metro and Greater Lansing markets
As a limited engagement, served as an executive director of this joint venture to represent the interests of U.S. Concrete, Inc. during its restructuring.
November 2007 – November 2009
Manufactures, sources and sells scaffolding, forming and shoring and custom cast iron fabricated products
Elected to the board by the senior lender to serve as independent director during a period of financial volatility until the exit of the lender.
Transactions
Regardless of a company’s specific situation, directors must have the background and skills required to conceptualize, negotiate and execute complex business transactions. Curt Lindeman has focused his entire career on m&a transactions, and ensuring that the post-transaction integration or separation is successfully managed.
M&A Transactions
In addition to the restructuring-related transactions overseen as part of board engagements, Curt has been directly responsible for acquisitions, divestitures, joint ventures and other collaborations while in private legal practice and while serving as in-house counsel. These transactions cover a wide range of industries, from life sciences to building products. The following are examples of representative transactions:
VARIOUS SECTORS
- Represented a private investment company in the acquisition of a Northern California catering and event production business.
- Represented a private investment company in two (2) separate acquisitions of ship repair and maintenance companies.
- Represented a private investment company and its Texas-based fitness portfolio company in the consolidation of forty (40) athletic clubs.
- Represented a private investment company and its early education portfolio company in three (3) separate acquisitions of preschools in Minnesota, Illinois and Wisconsin.
- Represented a private investment company in two (2) separate acquisitions and growth of a chain of thirty-one (31) rock climbing and fitness facilities in the Northeastern, Georgia and Florida.
- Represented an architectural millwork company in two (2) acquisitions of Southern California architectural millwork companies operating in the United States and Mexico.
- Represented a private investment company in the acquisition, growth and subsequent divestiture of a jet maintenance company.
- Represented a private investment company and its Arizona-based HVAC portfolio company in four (4) separate acquisitions of HVAC companies in Arizona, the growth of the business, and the subsequent sale of the combined company.
- Represented a touring entertainment company in its sale to a private investment company.
- Represented a private investment company and its Texas-based fitness portfolio company in two (2) separate acquisitions of ten (10) health clubs in West Texas.
- Represented a private investment group in the acquisition of a Texas software business.
- Represented a private investment company in the acquisition of an online sports retail company.
- Represented a private investment company in the divestiture of a Texas lighting company.
- Represented a major oil and gas exploration, production and transportation company in an exchange of assets.
- Represented a major wholesale baker and distributor of baked products in an exchange of baking facilities and distribution routes, and the acquisition of a national baking company.
TRANSPORTATION
- Represented a Texas transportation company in two (2) separate acquisitions of assets in bankruptcy.
- Represented a Texas transportation company in the acquisition of a Louisiana transportation company, and the subsequent sale of its Texas charter business.
- Represented a private investment company and its transportation portfolio company in two (2) separate acquisitions of U.S. transportation companies.
- Represented a major international transportation company in nineteen (19) separate acquisitions of U.S. and Canadian transportation companies.
- Represented a major international transportation company in nineteen (19) separate divestitures of transportation companies.
- Represented a major international transportation company in the acquisition of federal passenger transportation routes.
- Represented a major international transportation company in an equity investment in an online travel company.
- Represented a major international transportation company in the formation of multiple joint ventures for the purpose of providing commuter transit service.
LIFE SCIENCES & HEALTHCARE
- Represented a private investment company in the acquisitions of four (4) autism service providers in California.
- Represented a private investment company and its Arizona-based physical therapy portfolio company in the acquisition of five (5) physical therapy clinics in Oklahoma, and the eventual sale of the combined company with twenty (20) clinic locations.
- Represented a private investment company in the sale of a clinical research company in Northern California company.
- Represented an orthopedic surgeon in the sale of an orthopedic practice with locations in the Los Angeles metropolitan area.
- Represented a private investment company and its California-based clinical research portfolio company in the sale of a its Northern California company, and then its Southern California company.
- Represented a private investment company and its Florida-based medical research company in the acquisition of a Florida clinical trial company.
- Represented a major pharmaceutical company in two (2) separate equity investments in biotechnology companies.
- Represented a major pharmaceutical company in the divestiture of a line of dermatology products.
- Represented a major pharmaceutical company in an equity investment in a biotechnology company in connection with the licensing of certain oncological compounds.
- Represented a major pharmaceutical companyin a joint venture relating to a new formulation of insulin and an inhalation device to permit the pulmonary delivery of insulin.
- Represented a major pharmaceutical company in the sale of all of the stock of a subsidiary generic pharmaceutical company.
BUILDING PRODUCTS
- Represented a private investment company in two (2) separate acquisitions of Southern California roofing companies.
- Represented a public building products company in thirteen (13) separate acquisitions of ready-mix concrete and aggregate companies.
- Represented a public building products company in four (4) separate divestitures of ready-mix concrete and aggregate companies.
- Represented a public building products company in a restructuring consisting of entering into an agreement with the company’s bond holders to exchange their debt for equity, and resulting in the filing of voluntary petitions in the United States Bankruptcy Court seeking relief under the provisions of Chapter 11 of Title 11 of the United States Code. Restructuring reduced the company’s debt by approximately $272 million, required only 124 days of Chapter 11 protection, and included a relisting on The NASDAQ Stock Market LLC.
- Represented a public building products company in successfully negotiating a settlement in four consolidated wage and hour class actions involving more than 500 drivers in California for substantially less than the amount accrued.
- Represented a public building products company in a joint venture including the contribution of over thirty (30) owned and leased real properties, multiple supply, service and transition agreements, and an agreement with a multiemployer pension fund to prevent the transaction from triggering pension withdrawal liability.
- Represented a closely-held limestone quarry in its sale to a major producer of construction aggregates.
About
Curt Lindeman
Curt Lindeman
Herrekvarn Advisory Services
120 Birmingham Dr., Suite 120 B
Cardiff by the Sea, CA 92007
(281) 300-8896
Curt is an independent director and mergers and acquisitions attorney known for delivering strategic, pragmatic counsel. His understanding of both the legal and business sides of complex deals allows him to navigate intricate landscapes, mitigate risks, and craft innovative solutions that maximize value for clients. You can find out more about his legal practice at Lindemanesq.com.
Prior to founding Lindeman, Esq., Curt served as the Vice President, General Counsel and Corporate Secretary of U.S. Concrete, Inc., a NASDAQ-traded building products company headquartered in Houston, Texas. He began his legal career in the Corporate Finance and Securities division of Shook, Hardy & Bacon, L.L.P., before serving in-house with Coral Energy, L.P. and Coach USA, Inc.
Herrekvarn?
As for the name “Herrekvarn,” that is the name of the mill purchased by my sixth great-grandfather, Påfvel Töreson, from the reign of King Charles XII of Sweden on July 16, 1716. My family lived on the property until at least 1833. In 2022, I was fortunate to experience it with three new generations, as I wondered around the site with my dad and daughter. While the water no longer powers the grinding of grain, I understand that it may now power an electric generator inside the mill building.
