Patent Portfolio Evaluations for Pharmaceutical Company

Evaluated patent portfolios and performed freedom-to-operate assessments on ribonucleic acid/lipid nanoparticle (RNA/LNP) technologies of multiple emerging companies to arm a large, international pharmaceutical company with strong negotiation positions to complete mergers, acquisitions or business development deals.

RNA/LNP Landscape Analysis for Partnership, Acquisition Potential

Analyzed the ribonucleic acid/lipid nanoparticle (RNA/LNP) landscape to assess the IP positions of major companies in the field and to identify potential companies for partnering or acquisition.

Advised United Oil & Gas PLC in Agreement to Sell Licence Containing Maria Oil Discovery

Assisted client United Oil & Gas PLC (United) in the execution of a conditional asset purchase agreement with Quattro Energy Limited to sell U.K. Central North Sea Licence P2519 containing the Maria oil discovery in Block 15/18e for a maximum consideration including contingent bonus payments of up to £5.7 million.

Acquisition of 75% Stake in Pexion Group for £34 Million

Represented investment firm RDCP Group in its acquisition of a 75% stake in Pexion Group, a precision engineering firm, in a transaction valued at £34 million.

Advising on Application of National Security & Investment Act 2021 to Acquisitions

Advising on the application of the National Security & Investment Act 2021 to numerous acquisitions in key sectors of the U.K. economy covered by the mandatory notification regime.

Representation of Vertically Integrated Cannabis Company

Represented a cannabis client in connection with the formation of a vertically integrated cannabis company, its acquisition of several cultivation, processor, and dispensary companies, the negotiation of a credit agreement, and related regulatory filings in Maryland.

Representation of Medical Cannabis Dispensary

Represented cannabis dispensary company in connection with the termination of its management services agreement with a multi-state operator and subsequent sale of the company to a private buyer, including structuring of the sale to comply with applicable regulations.

Representation of Invisible Fence Distributor Company

Advised distributor of invisible fences in connection with the sale of the company to a strategic buyer.

Advising on EU Competition Law for Direct Marketing Firm

Advising a major direct marketing company on the competition law aspects of its EU e-commerce strategy and distribution policies.

Cross-Border Transactions for Holding Company and Primary Portfolio Company

Completed a series of four complex, multimillion-dollar transactions in the U.S. and U.K. on behalf of a holding company and its primary portfolio company. In addition to traditional M&A aspects, our team provided guidance on related real estate, environmental, employment, benefits, immigration and international factors. Two of the four transactions closed on the same day on two different continents.

Competition Law Issues Related to Acquisition

Advising a major industrial conglomerate in relation to the competition law issues in relation to its acquisition of technology and its licensing strategy.

Ongoing Advice to Integrated Business Media Firm

Advised an event and digital experience company from its formation through its growth into one of the world’s leading integrated business marketing and media companies, through its most recent sale to a New York-based alternative asset manager.

Representation of Experienced Meeting, Event Organizer in Acquisition

Represented experienced meeting and event organizer in its acquisition of a series of events and the subsequent licensing of its brand, creating a dominant North American brand in its markets.

M&A Counsel in the Cable Television Industry

Long-time M&A counsel to various U.S. cable companies, including some of the largest in the country. In that capacity, Greg has closed several multibillion-dollar divestitures and acquisitions, negotiated joint ventures and management agreements, negotiated operating authority with local governments, and helped manage the integration of a $39 billion public company merger.

Transactional Agreements for Telecommunications Company

Negotiated billions of dollars in transactional agreements for a Fortune 100 telecommunications, broadband and media company, including multiple system acquisitions and divestitures to enhance geographical efficiencies. The disposition of rural  systems ultimately positioned the company to complete a merger with another major player in the industry.

Negotiated Executive Employment Agreements

As part of a multimillion-dollar sale of the business, represented and negotiated employment contracts and compensation for executives who sold their successful business and remained on as senior management for the acquiring company.

Corporate, M&A Counsel to Energy Company

Corporate and M&A counsel to a Colorado-based energy exploration and production company in connection with upstream and midstream activities, as well as strategic corporate matters, including a $200 million private equity investment, acquisition and divestiture of oil and gas assets with an aggregate value in excess of $300 million, and the development of gas gathering and processing facilities in the Williston Basin, North Dakota.

Multi-Step Reorganization and Equity Investment for Real Estate Developer

Represented privately held real estate investment and development firm in multi-step holding company reorganization, with follow-on equity investment by international strategic investor.

$65 Million Sale of Specialty Home Furnishings Business

Represented the seller, a manufacturer of specialty home furnishings, in its acquisition by a leading brand aggregator in numerous different consumer products spaces. The sale, for $65 million in cash and equity, represented the buyer’s first acquisition in the home furnishings space. We also provided counsel on employment, employee benefits, tax, patent, and intellectual property aspects of the transaction.

$108 Million Acquisition of Bank Holding Company

Represented Delta Bancshares Company, bank holding company of Jefferson Bank and Trust, St. Louis, Missouri, in its merger with a subsidiary of First Mid Bancshares, Inc. (NASDAQ: FMBH), bank holding company of First Mid Bank & Trust, Mattoon, Illinois. The total consideration for this cash and stock deal was approximately $108 million. We also provided counsel on employee benefits and tax aspects of the transaction.

IP, IT Diligence for $135 Million Acquisition of Animal Health Products Manufacturer

Represented a manufacturer and marketer of pet care and nutrition products in its $135 million acquisition of a wholesaler of small-animal wellness brands. Handled diligence on all intellectual property and information technology aspects of the transaction.

Representation of SAP User Conferences Provider in Acquisition

Represented leading U.S.-based provider of SAP user conferences in its acquisition of the correlative ASEAN brand, consolidating a global presence in providing vetted information to SAP-focused IT and business professionals.

Construction Company Divestiture

Represented the founders of a Colorado construction company in the divestiture of the business to a top-5 Canadian contractor in a cross-border transaction.

Advised U.S. Entrepreneur in Joint Venture with India-based Firm

Advised a leading U.S. trade show and conference entrepreneur in its joint venture with an Indian firm to organize, promote, and produce a series of geriatric-oriented events in India.

Acted for Restaurant Franchising Business on Reverse Takeover and Readmission to AIM Market

Advised a pizza restaurant and delivery franchise in Poland on its acquisition of a competing business in Poland, its readmission to AIM and an associated equity fundraising.

Advised Transportation, Supply Chain Company on Acquisition of Operations from Swiss Logistics Business

Advised NYSE-listed transportation and supply chain company on the acquisition of certain U.K. contract logistics operations from a Swiss logistics business.

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