Japan Educational Foundation Completes Acquisition of LIM College
On December 1, 2025, Japan Educational Foundation (“JEF”) acquired all the stock of The Laboratory Institute of Merchandising, Inc. (d/b/a LIM College), an 87-year old institute of higher education located in midtown Manhattan offering undergraduate and graduate programs in the business of fashion, from the college’s founding family. The transaction was an acquisition of a U.S. for-profit institution of higher learning by a foreign non-profit institution and raised novel issues. The acquisition, which was concluded pursuant to a stock purchase agreement entered into in May of 2025, incorporated a European-style “locked-box” balance sheet mechanism rather than the post-closing working capital purchase price adjustment provision typically found in acquisitions of U.S. companies. Obtaining state and federal regulatory approval of the transaction also presented challenges, which were further complicated by the extended federal government shutdown during the period leading up to the closing.
Pierson Ferdinand represented JEF. The team was led by corporate partner Kenju Watanabe, assisted by James Rosenbluth (corporate), Greg McKenzie (tax), Eric Meyer (employment), Ari Levine (regulatory), Jewell Lim Esposito (benefits), and Debby Lively (IP).
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