$30 Million Private Offering and Controlling Interest Acquisition in Franchisor
Represented a group of investors in a $30 million private offering and acquisition of a controlling interest in a leading U.S. dog daycare franchisor. Handled investment documentation for private offering by buyer entity, operative documents for the acquisition, and conduct of due diligence.
Evaluations of Large Tech, Patent Portfolios for Valuation and Market Potential
Evaluated large technology and patent portfolios consisting of thousands of assets, for valuation and total addressable market (TAM) potential to identify assets for investment, license and/or sale. Identified market participants and developed licensing programs to maximize client ROI. Negotiated resulting agreements and licenses.
Cross-Border Sale of Tech-Enabled Enterprise Sales Training Company
Served as legal counsel to a U.S.-based private equity firm in its sale to a European investor of a tech-enabled enterprise sales training company, which provided services to companies ranking within Forbes top 35 Global companies.
Acquisition of Transportation Services Company
Counsel to buyer in the acquisition of a transportation services company in a carve-out transaction. The transaction achieved the client's goals of expanding to several key locations in the Minneapolis-St. Paul metropolitan area and establishing key strategic partnerships with regional customers.
Acquisition of Digital Giving Platform
Represented an information management and payment services client in the acquisition of a digital charitable giving platform, which allows users to make donations to faith-based and nonprofit organizations through multiple channels including a mobile app, donation by text, and at kiosks.
$55 Million Sale of Advertising Company
$55 million sale of advertising company to public company. The asset sale transaction involved the sale of rights in over 400 locations in four states, the transfer of over 1,000 advertising contracts, and the sale of two commercial buildings. The team helped the client navigate various corporate governance issues and achieve its goal of selling the business.
Acquisition of Construction Contracting Business
Assisted client in the acquisition of a construction contracting business to allow for geographic expansion.
$57.6 Million Private Equity Sale of Filtered Water Cooler Provider
Served as legal adviser to a private equity firm in the $57.6 million sale of a provider and manufacturer of filtered water coolers and related products.
Counsel to Private Equity Fund in $20 Million Equity Acquisition
Acted as counsel to a private equity fund in its $20 million equity acquisition of a company serving various large industrial and aerospace customers. The transaction involved a complicated pre-closing tax-free reorganization, donation of a minority interest in the target company to a donor-advised fund, international distribution issues, and a representations and warranties insurance policy. Helped client achieve its goal of closing and deploying allocated capital at year-end on an expedited basis.
Multimillion-Dollar Sale of Family Pharmacy
Represented a family pharmacy that specialized in compounding, human fertility drugs and hormone replacement therapy. The buyer's tax structure required us to complete a tax-free reorganization of the client's business prior to closing. The transaction also involved complicated tax and dividend issues regarding the majority shareholder's redemption of shares in the holding company that owned the pharmacy prior to closing.
International Divestiture for Diversified Private Client
Represented diversified private company in a multimillion-dollar divestiture of its travel gear distribution business. This transaction involved lengthy negotiations with an overseas buyer and allowed our client to achieve its goal of exiting the travel gear business to further focus on its unrelated core business.
Acquisition of Electrical Contracting Firm
Counsel to buyer in the acquisition of an electrical contracting firm, largely owned by an ESOP and subject to a multi-employer pension plan. Combination with mechanical contracting business of the buyer resulted in a combined business with approximately $100 million in annual revenues.
$95 Million Sale of Health Care Financing Company
Counsel to seller for the sale of health care financing company with an enterprise value of approximately $95 million. Sale was to a private-equity backed purchaser and involved a post-closing transition period for state licensing issues.
$850 Million Pet Food Industry Reorganization
Represented acquiring and acquired persons in an $850 million reorganization in the pet food industry.
Acquisition of Beer Distribution Business
Represented St. Louis regional beer distributor in the purchase of a distributing company serving southeastern Missouri. The acquisition adds to the client’s annual distribution volume and expands its market share in the region.
Acquisition and Financing for Testing and Inspection Client
Represented client in its acquisition of the elevator inspection portfolio of a Colorado-based company and handled financing for the transaction, which involved the client exchanging equity with the seller and entering into a long-term joint venture. The acquisition expands the client’s market to other states including Colorado, Arizona and Louisiana.
$14 Million Purchase of Car Rental Company
Represented client in acquisition of a family-owned car rental company with nine locations, expanding the client's presence in the Milwaukee, Wisconsin market.
$25 Million Sale of OTC Pharmaceutical Manufacturing Assets
Represented large, privately held client in $25 million asset sale of over-the-counter pharmaceutical manufacturing business and supplier to major nutraceutical, pharmaceutical and food brands.
$83 Million Equity Purchase for Manufacturing Client
Represented manufacturer in $83 million equity purchase of hydraulic lift component manufacturing company.
Acquisition of 143-Bed Hospital
Represented client in acquisition of 143-bed hospital in St. Louis, Missouri. The representation included issues related to regulatory compliance, licensure, real estate, ongoing corporate governance, tax, employment law and integration of medical staffs.
Developed, Executed Patent Filing Strategy Central to Multimillion-Dollar Acquisition for Client
Developed and executed patent filing strategy resulting in patent family that was central to multimillion-dollar acquisition by large, publicly traded fluidics systems and specialty engineered products company.
IP Due Diligence in Business Acquisitions
Led the IP due diligence team in the successful acquisition of at least six animal care products businesses, resulting in the addition of hundreds of trademarks, patents, copyrights and domain names to the client's IP portfolio.
Local Counsel on Multibillion-Dollar Merger
Acted as local counsel on multibillion-dollar merger of two publicly traded international organizations.
Multimillion-Dollar Sale of Supplement Retailer
Assisted client with eight-figure sale of supplement retailer that operates through large online platform. Transaction included multimillion-dollar cash purchase price and purchaser stock components for seller.
Successfully Defended Packaging Company in Breach of Contract Case Following Acquisition
Successfully defended a packaging company against the alleged breach of a supply agreement entered into following the acquisition of a plastics manufacturing business from the plaintiff. Following the sale, the plaintiff continued to sell a specialty product, which would be manufactured by our client, and sought return of certain equipment used for its production. The suit was filed in state court in North Carolina, removed to federal court in North Carolina, then further transferred to U.S. District Court for the Eastern District of Missouri. Our client filed counterclaims and third-party claims for fraud in connection with the supply agreement. Our client filed a separate action for fraud in connection with the sale of the plastics manufacturing business against the plaintiff and its principals in U.S. District Court for the District of Delaware. All claims were resolved after mediation for a nominal payment and non-monetary terms.
Bank Acquisition by Mortgage Company
Represented the owner of a mortgage company in its purchase of a distressed community bank in the first acquisition of its kind involving a mortgage company. In order for the purchase to occur, the client had to undergo a corporate reorganization and establish a holding company to own the mortgage company and purchase the bank. As part of the transaction, we were able to gain approval from the Federal Reserve and other bank regulators to allow the client to gradually fold its mortgage operations into the bank over time.
Bank Acquisition with Complicated Regulatory Approval
Represented a banking corporation in its acquisition by a bank holding company after two prior attempts to sell the bank had failed due to regulatory issues. The transaction involved a complicated approval process that included negotiating a consent order with the Federal Reserve. Both the consent order and sale had to be approved by the Federal Reserve Board.
Sale of Private Contract Manufacturer
Represented a privately held contract manufacturer in its acquisition by a diversified holding company, including due diligence and disclosure matters, employee benefits, environmental and tax considerations.
$1.15 Billion Divestiture of Animal Health Product Lines
Company counsel for simultaneous completion of more than $1.15 billion in sales of animal health product lines pursuant to an FTC-mandated divestiture.
$56 Million Equity Purchase of Controlling Interest in Pharmacy
Represented health care company in $56 million equity purchase of 80 percent controlling interest in multi-state wholesale and mail-order retail pharmacy.
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