Corporate Practice
2009 Transaction Highlights
Global legal counsel in 36 cities on three continents.
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Europe
Anchorage, Austin, Boston, Charlotte, Chicago, Dallas,
Berlin, Frankfurt, London, Moscow, Paris, Warsaw
Fort Worth, Harrisburg, Los Angeles, Miami, Newark,
New York, Orange County, Palo Alto, Pittsburgh, Portland,
Raleigh, Research Triangle Park, San Diego, San Francisco,
Middle East
Dubai
Seattle, Spokane/Coeur d’Alene, Washington, D.C.
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Beijing, Hong Kong, Shanghai, Singapore, Taipei, Tokyo
Corporate Practice
2009 Transaction Highlights
The Corporate practice at K&L Gates, composed of 500 lawyers, provides fullservice corporate counsel to facilitate the structuring, financing and successful
completion of acquisitions, divestitures, mergers, joint ventures/strategic alliances
and recapitalizations, and public and private debt and equity offerings. We serve as
counsel to publicly traded companies, privately held and venture-backed companies,
partnerships, private equity firms and other investment funds, management groups
and entrepreneurs. Our lawyers in the United States, Europe, Asia, and the Middle
East are highly experienced in cross-border M&A, securities, regulatory and financing
transactions and maintain a balance between company side and capital markets
clients in virtually every industry.
K&L Gates 2009 Corporate Practice Transaction Highlights
Mergers & Acquisitions
The Barbarian Group
Merger with Cheil Worldwide
Carousel Capital Partners
and AGDATA, LP
Beam Global Spirits &
Wine, Inc.
Dissolution of a four-way joint
venture and formation of a two-way
strategic alliance
Carrier Commercial
Refrigeration, Inc.
Betfair Group Limited (UK)
Acquisition of ODS Technologies
Ahnu, Inc.
Artificial Life, Inc.
Acquisition by Deckers
Outdoor Corporation
Strategic alliance with
3M Company
Bridgewater
Savings Bank
Merger with East Bridgewater
Savings Bank
Carousel Capital Partners
Acquisition of COPAC, Inc.
Conesys, Inc.
Continental AG
Covance Inc.
Sale of Jerrick, Inc. subsidiary to
Carlisle Companies Incorporated
Sale of global public transit
solutions business
Sale of Interactive Voice & Web
Response Services business
EPCOR Power L.P.
EPCOR Utilities Inc.
Halliburton Company
Acquisition of Merrimac
Industries, Inc.
Sale of EPCOR Power (Castleton)
LLC
Transfer of power generation assets
and operations to Capital Power
Fuqing Guanwei Plastic
Industry Co. Ltd.
Halliburton Company
Jettainer GmbH
JMP Group, Inc.
Acquisition of Wellbore Energy
Solutions, Inc.
Acquisition of own shares
from Trenstar Inc.
Acquisition of Cratos Capital
Partners, Inc.
Lance, Inc.
Liberty Tire Services
Liberty Tire Services
Liberty Tire Services
Acquisition of certain assets of
Stella D’oro Biscuit Co., Inc.
Acquisition of
Utah Tire Recyclers, Inc.
Acquisition of
Ridge Recyclers Incorporated
Acquisition of Florida Tire
Recycling, Inc.
Acquisition of certain assets
from Merck subsidiary Rosetta
Inpharmatics LLC
Microsoft Corporation
Novozymes
Biologicals, Inc.
The Odom Corporation
The Odom Corporation
Otis Elevator Company
Joint venture with Southern Wine &
Spirits of America
Acquisition of Lonsdale Elevator,
Inc.
Sale of equity interests in MedData
Health, LLC
Sale of certain assets of the Tyler
Refrigeration Division
Crane Co.
Acquisition of Interactive
Supercomputing, Inc.
Sale of turf and landscapes
applications business
Purchase of certain Alaska
Distributors Co. beer, wine and
spirits distribution businesses
Reverse takeover of MD
Holdings Corp.
John Wagner
Associates, Inc.
Split-off and corporate
reorganization
Acquisition of DeepBlue
Technologies, LLC
LKQ Corporation
Acquisition of Greenleaf Auto
Recyclers, LLC
Microsoft Corporation
K&L Gates 2009 Corporate Practice Transaction Highlights
Par Pharmaceutical, Inc.
PA SportsTicker, Inc.
Acquisition of the worldwide
®
rights of Nascobal Nasal Spray
Sale of all of the issued and
outstanding capital stock of PA
SportsTicker, Inc.
Residential Credit
Solutions
The Robinson
Media Group
Joint venture with FDIC with respect
to Franklin Bank Assets
Acquisition of 11 Connecticut
School of Broadcasting locations
Unanimis Holdings
Limited
Unify Corporation
Sale to France Telecom/
Orange Mobile
Acquisition of AXS-One, Inc.
Pike Electric Corp.
Acquisition of assets from Facilities
Planning & Siting, PLLC
Rotunda Corporation
Sale of Dutch subsidiary EzGov,
B.V., including EzGov UK, Ltd.
United Rentals (North
America), Inc.
Acquisition of Leasco Equipment
Services, Inc.
Senior secured loan to Hibernia
Atlantic U.S. LLC
ConnectEDU, Inc.
Series C preferred stock financing
BIA Digital Partners II LP
Acquisition of Principle Capital
Investment Trust plc
Salem Press Inc.
Acquisition of EBSCO Publishing
XMLaw, Inc.
Sale to Thomson Reuters (Legal) Inc.
ProEquine Group, Inc.
Acquisition of RHE Hatco, Inc.
Sterling Partners
Purchase of controlling interest in
School of Rock LLC
YGM Trading Limited
Acquisition of Asian intellectual
property rights for the
Aquascutum brand
Aqua Resources
Fund Limited
Private Equity, Venture Capital,
and Other Non-Public Financings
BIA Digital Partners SBIC
II LP
Principle Capital
Holdings S.A.
Aqua Resources Fund
Limited
Purchase of Series C convertible
preferred shares in China
Hydroelectric Corporation
BIA Digital Partners II LP
Mezzanine financing of Cross
MediaWorks, Inc.
Secured note and warrant
financing of Manifest Solutions, LLC
Essex Woodlands
Health Ventures
Essex Woodlands
Health Ventures
Series D convertible preferred
stock financing of Entellus
Series A preferred stock financing
of Victory Pharma, Inc.
Bridge Semiconductor
Corporation
Convertible note bridge financings
Banc of America
Strategic Investments
Corporation
Investment in Invenergy Wind LLC
Cognitive Match Ltd
Series A preferred stock financing
Halosource, Inc.
HomePipe Networks, Inc.
Series D preferred stock financing
Convertible note financing
K&L Gates 2009 Corporate Practice Transaction Highlights
ITA Partners, Inc.
Series A-2 common stock offering
MediQuest
Therapeutics, Inc.
Series B preferred stock financing
Pharmaca Integrative
Pharmacy
Series G preferred stock financing
Plexus Fund I, L.P.
JSK Therapeutics, Inc.
Convertible note and warrant
seed financing
Navigation Capital
Partners
Recapitalization of
Quantapoint, Inc.
KBI Biopharma, Inc.
Series B preferred stock financing
New Leaf Paper Co.
Series A preferred stock financing
PitchBook Data Inc.
Plexus Fund I, L.P.
Series A preferred stock financing
Investment in Saf-T-Net, Inc.
Sabey Data Centers LLC
Schedulicity, Inc.
Investment in Web Products, Inc.
Formation and financing of LLC
for operating data centers
Series A preferred stock financing
TRA Global, Inc.
Telecom Transport
Management, Inc.
TaiGen
Biopharmaceuticals
Holdings Limited
Series B preferred stock financing
Series B-1 preferred stock financing
Triangle Capital
Corporation
Triangle Capital
Corporation
Investment in NewZoom, Inc.
Investment in Cecilware
Series C preferred stock financing
Washington Research
Foundation
Investment in Series B
preferred stock of MicroGREEN
Polymers, Inc.
Laird Norton
Company LLC
Investment in Class A Units of
American Education Group LLC
Matrix Corporate
Capital LLP
Secondary fundraising by
Patagonia Gold plc, acted
for broker
Pacific Bioscience
Laboratories, Inc.
Pharmaca Integrative
Pharmacy
Private placement
Series F-4 preferred stock financing
Plexus Fund I, L.P.
Plexus Fund I, L.P.
Investment in QualaWash
Holdings LLC
Investment in MPD
Chemicals, LLC/Silar Labs
Sittercity, Inc.
Series A preferred stock
follow-on financing
Triangle Capital
Corporation
Thomas Raymond & Co.
Seed financing
Triangle Capital
Corporation
Triangle Mezzanine Fund, LLP
investment in Frozen
Specialties, Inc.
Investment in Technology
Crops, LLC
Zones, Inc.
ZST Digital
Networks, Inc.
Convertible note financing
Private placement
K&L Gates 2009 Corporate Practice Transaction Highlights
Public Offerings, PIPEs, and
Other Institutional Financings
Allegheny Energy
Supply Company LLC
Rule 144A offering
Allegheny Technologies
Incorporated
Public offerings of senior notes and
convertible notes and cash tender
offer for notes
BNP Paribas
Securities Corp.
Amherst Securities Group
Arch Coal, Inc.
Array Networks, Inc.
Multiple Fannie Mae mortgagebacked securities offerings
Follow-on public offering and Rule
144A offering
Admission to Taiwan Emerging
Stock Market
Various Ginnie Mae reverse
mortgage REMIC securities offerings
Boise Inc.
Capital Power
Corporation
Chimera Investment
Corporation
Chimera Investment
Corporation
Rule 144A offering
Follow-on public offerings
Rule 144A offerings
Follow-on public offering of
common stock
PT Delta Dunia
Makmur Tbk
Education Management
Corporation
Secondary public offering
Coca-Cola Bottling
Co. Consolidated
Underwritten offer and sale of
7% senior notes
CT Holdings
(International) Limited
Acting for the sponsor, Optima
Capital Limited, on admission
to the Hong Kong Stock Exchange
Education Management
Corporation
Flow International
Corporation
Initial public offering
Follow-on public offering
ICBC International
Capital Ltd.
Modern Media
Holdings Limited
Initial public offering of Chu Kong
Petroleum and Natural Gas Steel
Pipe Holdings Limited, acting for
the global coordinators, sponsors,
and the underwriters
Initial public offering, acted
for sponsor, ICBC International
Capital Ltd.
DARA BioSciences, Inc.
Registered direct offerings
Bank of America
Sale of 3,580,000,000
ordinary shares
Hecla Mining Company
Hecla Mining Company
Follow-on public offering
Common stock PIPE
New Enterprise
Associates
PT Bukit Makmur Mandiri
Utama
Common stock PIPE
11.75% guaranteed senior notes
Multiple Fannie Mae, Freddie Mac
and Ginnie Mae mortgage-backed
securities offerings
China-Biotics, Inc.
Cash tender offer for senior
subordinated notes
Horizon Securities
Acting for the lead manager to
Cowealth Medical’s admission to
Taiwan Emerging Stock Market
Seaspan, Inc.
Represented Dennis Washington
interests in $200 million Series A
preferred stock issuance
For more information on the Corporate Practice 2009 Transaction
Highlights, please contact:
Christopher M. Carletti
+1.206.370.8314
chris.carletti@klgates.com
D. Mark McMillan
+1.312.807.4383
mark.mcmillan@klgates.com
Martin Lane
+44.20.7360.8117
martin.lane@klgates.com
Robert P. Zinn
+1.212.536.4887
+1.412.355.8687
robert.zinn@klgates.com
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