CORPORATE PRACTICE
2014 Transaction Highlights
GLOBAL LEGAL COUNSEL ACROSS FIVE CONTINENTS
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CORPORATE PRACTICE
2014 Transaction Highlights
In today’s 24-hour global marketplace, K&L Gates provides clients tailored
INDUSTRY RECOGNITION:
attention on a local and global level—promptly and efficiently.
Our unwavering dedication to client service drives our daily operations and we
stand ready to assist clients in every aspect of their legal needs.
The K&L Gates corporate practice is global, integrated, and one of the most
In 2013, K&L Gates was
named “Law Firm of the Year”
by Mergers & Acquisitions
substantial in the profession, with more than 500 attorneys in the practice area.
magazine, as part of its annual
Located across five continents, our team counsels a comprehensive array of
M&A Mid-Market Awards.
Global 500, Fortune 100, and FTSE 100 corporations, privately held and venturebacked companies, partnerships, private equity firms and other investment funds,
Chambers USA ranked K&L Gates
management groups, and entrepreneurs.
as “Highly Regarded” in the
We deliver full-service corporate counsel to facilitate the structuring, financing,
publication’s 2013 nationwide
and successful completion of domestic, international, and cross-border
category for Corporate/M&A.
transactions across multiple industries. Our lawyers are leaders in the corporate
legal space, with particular strength in the areas of:
U.S. News and World Report-Best
• Mergers and acquisitions
Lawyers ranked the K&L Gates
•Divestitures
corporate practice as a “Tier 1”
• Joint ventures/strategic alliances
law firm on the national level.
•Recapitalizations
• Public and private debt and equity offerings
Our transaction highlights brochure is
released annually and reflects transactions
completed in the previous calendar year.
Please Note: Transactions Below Completed in Previous Calendar Year
Mergers & Acquisitions
3D Systems Europe Ltd
(NYSE: DDD)
Public Tender Offer
Amara Mining PLC
American Airlines
Group Inc.
(AIM: AMA) (TSE: AMZ)
(NASDAQ: AAL)
Acquisition of AUMJ Limited
Combination with
US Airways Group, Inc.
Bluestone Global Limited
(ASX: BUE)
Sale of contingent receivable
concerning Coal Resources
Carrier Corporation
Joint venture with
Robert Bosch North America
Brightstar Corp.
Sale of 50% ownership interest
in TD Mobility, Inc.
Amneal Pharma UK
Holdings Ltd
Acquisition of 60% Stake in Creo
Pharma Holdings Limited
Adcorp Holdings Limited
(JSE: ADR)
Acquisition of Labour Solutions
Australia Group
Annaly Capital
Management, Inc.
(NYSE: NLY)
Acquisition of outstanding
shares of common stock of CreXus
Investment Corp. (NYSE: CXS)
Allegheny Technologies
Incorporated
(NYSE: ATI)
Sale of its Tungsten Materials Business
to Kennametal Inc. (NYSE: KMT)
Biosceptre International
Limited
Redomicile to the UK
Carrier Corporation
California Public Employees’
Retirement System
Care Pharmaceuticals Pty Ltd
Acquisition of shares in Cellegy Pty Ltd
Joint venture with Reefer
Systems, Inc. and sale of Carrier
Transicold of Southern California
division to the joint venture
Various investment transactions
CGA Mining Limited
Chalice Gold Mines Limited
Darling Ingredients Inc.
Darling Ingredients Inc.
(ASX: CGX) (TSX: CGA)
(TSX: CXN) (ASX: CHN)
(NYSE: DAR)
(NYSE: DAR)
Merger with B2Gold Corp. (TSX: BTO)
(OTCQX: BGLPF) (NAMIBIAN: B2G)
Acquisition of key subsidiaries of
Coventry Resources Inc.
Acquisition of Rothsay from
Maple Leaf Foods, Inc. (MFI: TSX)
Acquisition of
Terra Renewal Services, Inc.
Endeavour Capital
Fund VI, LLP
FEI Company
finnCap Limited
(NASDAQ GS: FEIC)
Nominated adviser and broker to
Trakm8 Holdings Plc (AIM: TRAK) in its
acquisition of BOX Telematics Limited,
a placing, and its re-admission to AIM
Darling Ingredients Inc.
Deutsche Wohnen AG
(NYSE: DAR)
(ETR: DWN)
Acquisition of VION Ingredients
from VION Holding, N.V.
Acquisition of 1,900-residentialunit portfolio
Investment in USNR, LLC
Flow International
Corporation
Gadget Repair Solutions Ltd
Acquisition of
nanoTechnology Systems Pty Ltd
First Nations Capital
Partners, LLC
First Nations Capital
Partners, LLC
Acquisition of Everson Cordage Works
Global Gaming & Hospitality
Joint venture with
Husky Finance Holdings
(NASDAQ: FLOW)
Merger with Waterjet Holdings, Inc.
Hecla Mining Company
(NYSE: HL)
Acquisition of Aurizon Mines Ltd.
(TSX: ARZ) (NYSE: AZK)
Gallus BioPharmaceuticals,
LLC
Joint venture with After Sales Group
and FoneAsia Sdn Bhd
Acquisition of outstanding stock
of Laureate BioPharmaceutical
Services, Inc.
iiNet Limited
Japan Airlines Co.,Ltd.
Giletta S.p.A
Acquisition of Gmeiner GmbH
Kaman Industrial
Technologies
(IIN: ASE)
(TYO: 9201)
(NYSE: KAMN)
Acquisition of Adam Internet
Acquisition of Airbus aircrafts
Acquisition of assets of
Northwest Hose & Fittings, Inc.
Mergers & Acquisitions continued
KBI Biopharma, Inc.
Acquisition of Celeros, LLC
Please Note: Transactions Below Completed in Previous Calendar Year
Kiawah Development
Partners, LLC
Sale and buyback of equity interests
Merrill Gardens LLC
Michael Baker Corporation
Sale of equity interests and
formation of a new joint venture
for senior housing communities
(NYSE: BKR)
NewWave Communications
Sale of outstanding equity
of Telecommunications
Management, LLC to GTCR’s
Rural Broadband Investments
Perpetual Consulting
Group Pty Ltd
Merged into a subsidiary of
Integrated Mission Solutions, LLC
Kidde Fire Protection, Inc.
Sale of Forney Corporation
to The Washington Post Company
(NYSE: WPO)
MRG Metals Ltd
(ASX: MRQ)
Le Duff America, Inc.
Acquisition of Mimi’s Café
New South Companies, Inc.
Acquisition of Sasak Resources Pty Ltd
Phased Acquisition of
Scotch & Gulf Lumber, LLC
Novozymes
N+1 Singer Advisory LLP
finnCap Limited
Northland Transportation
Company
(Copenhagen: NZYMB)
Merger transaction sale to
Lynden Incorporated
Acquisition of
Allopartis Technologies, Inc.
Perpetual Resources Ltd
Piper Jaffray & Co.
(ASX: PEC)
(NYSE: PJC)
Polska Grupa
Energetyczna SA
Nominated Adviser (N+1 Singer)
and Joint Brokers to Redcentric plc
(AIM: RCN.L) in its acquisition of
InTechnology Managed Services Limited
Long Point Capital, Inc.
Sale of Torrent Resources to an
Employee Stock Ownership Plan
NewWave Communications
Exchange of telecommunications assets
with Full Choice Communications, Inc.
OIA Global
Acquisition of Bellville International Ltd.
Renren
(NYSE: RENN)
Acquisition of SW Energy Resources
Company Ltd. and initial public offering
Acquisition of Neo Resources Ltd
(ASX: NER)
Financial adviser to ArthroCare Corp. in
its acquisition of ENTrigue Surgical, Inc.
Acquisition of Dong Energy
Wind Power A/S portfolio
Robert Bosch GmbH
SoundBite
Communications Inc.
State Street Bank
& Trust Company
TeliaSonera AB
(NASDAQ: SDBT)
Independent fiduciary to the
majority shareholder of Nypro Inc.
in its acquisition by a subsidiary of
Jabil, Inc. (NYSE: JBL)
(STO: TLSN)
Text Appeal Limited, Elliot
Polak, and Fabienne Polak
Sale of indirect ownership
in Nepal Satellite
Acquisition of Text Appeal Limited by
Love Europe Group Limited
T-Mobile USA, Inc.
TrueBlue, Inc.
TrueBlue, Inc.
(NYSE: TMUS)
(NYSE: TBI)
(NYSE: TBI)
Purchase of company
interest held by CIVS
Acquisition of assets of
The Work Connection, Inc.
Acquisition of assets of
MDT Personnel, LLC
Sale of 50% joint venture interest in
Purolator Filters NA, LLC
Acquisition by Genesys
Telecommunications Laboratories, Inc.
T-Mobile USA, Inc.
T-Mobile USA, Inc.
(NYSE: TMUS)
(NYSE: TMUS)
Acquisition of licenses from
United States Cellular Corporation
(NYSE: USM)
Merger with
MetroPCS Communications, Inc.
(NYSE: PCS)
United Technologies
Corporation
(NYSE: UTX)
Sale of Keystone Engineering Company
to Cornerstone Capital Holdings
United Technologies
Corporation
(NYSE: UTX)
Multiple sale transactions
VTG AG
(WKN: VTG999)
Joint venture with
Kuehne + Nagel International AG
(SIX: KNIN)
Sale of Nuomi Holdings to Baidu Inc.
ZBB Energy Corporation
Wisent Oil & Gas plc
Joint venture and financing
(NYSE MKT: ZBB)
Collaboration, R&D,
and license agreements with
Lotte Chemical Corporation
Please Note: Transactions Below Completed in Previous Calendar Year
Private Equity, Venture Capital,
and Other Non-Public Financings
ActX, Inc.
Series seed financing
Aeolus Pharmaceuticals
(OTC: AOLS)
PIPE financing
Berlin Medical Agency
Alliance of Angels Members
Aquaback Technologies, Inc.
Various investment transactions
Series A Preferred Stock
Beadell Resources Limited
Rubicon Media, Inc.
(ASX: BDR)
Series A Preferred Stock
BMA. Berlin Medical
Agency GmbH
Joint venture with iMER Group
Institutional placement
Big Tree Farms, Inc.
Series C Preferred Sock
CooCoo SMS, Inc.
Software licensing and
financing arrangements
GestSure Technologies Inc.
Bridge financing round
with angel investors
InternMatch, Inc.
Series A-1 Financing
Nektan Limited
Fundraise for the acquisition
of Mfuse Limited
Boralex Inc.
Capitala Finance Corp.
(TSX: BLX)
(NASDAQ: CPTA)
European project finance
Various investment transactions
DBRS Ratings Limited
Decision Sciences
International Corporation
Various ratings transactions
Giełda Papierów
Wartościowych
w Warszawie S.A.
Acquisition of a 30% stake
in Aquis Exchange Limited
Jordan Energy
and Mining Limited
$6 million further funding round
Nuveen Investments, Inc.
Multiple closed-end fund
private placements
Central Rand Gold Limited
(LSE: CRND) (SJ: CRD)
Concordia Coffee
Company, Inc.
Investment by Redstone Capital Limited
and proposed move to AIM
Bridge financing round and
Series D Preferred Stock
Deem, Inc.
Duquesne Light
Holdings, Inc.
Recapitalization and equity financing
Series F Convertible Preferred Stock
Private placement
Harbert Australian Private
Equity Fund I
iCo Therapeutics
Sale of 65% of Issued Capital
of Emeis Holdings Pty Ltd
U.S. Private Offering
MacarthurCook Funds
Management Limited
Investment in Context Relevant, Inc.
(TSX-V: ICO)
Madrona Venture Group
Responsible entity for MacarthurCook
Property Securities Fund in fundraise
Onehub, Inc.
Convertible promissory note
Panmure Gordon & Co.
FirstEnergy Capital LLP
Private placement of
Wentworth Resources Limited
(OSE: WRL) (AIM: WRL)
Internet Identity Inc.
Series A Preferred Stock
MAYKOR
Investment by an
international consortium
PeaceHealth
Purchase of Class B
Membership Interests
Private Equity, Venture Capital, and Other Non-Public Financings continued
PlaceFull Inc.
Privlo, Inc.
Prodea Systems, Inc.
Series A Preferred Stock
First outside financing round
Private placement of Series G
Convertible Preferred Stock
Resonant Systems, Inc.
Ridgemont Equity Partners
Series A-2 Preferred Stock
Formation and capitalization
of Pintail Oil & Gas, LLC
Rearden Commerce, Inc.
Series of bridge financing rounds
Santen
Pharmaceutical Co. Ltd.
(Osaka: 4536)
Investment in Series B offering by
Clearside Biomedical, Inc.
Two Rivers Water
& Farming Company
Private placement of
senior secured notes
Tango Card, Inc.
(ASX: SXX)
Series B Preferred Stock
Rights offering
WaFangDian Bearing
Corporation
SafeShot Technologies, Inc.
Private placement of common stock
(Shenzhen: 200706)
Acquisition of Kugel- und
Rollenlagerwerk Leipzig GmbH
World Wrestling
Entertainment, Inc.
Preferred equity investment
in Hero Ventures, LLC
Allegheny Technologies
Incorporated
Arch Coal, Inc.
U.S. debt refinancing
Registered direct offering of convertible
preferred stock and warrants
Series A Financing
Going-private acquisition
Leveraged Recapitalization
(NASDAQ: DARA)
Triton Algae Innovations
Multiple Investment Transactions
(NYSE: ACI)
DARA BioSciences Inc.
Capital increase under exclusion of
shareholder subscription rights, private
placement, and listing of the new
shares on the Prime Standard of the
Frankfurt Stock Exchange
Wonder Auto
Technology, Inc.
Registered exchange offer
(AIM: CLNR)
Placement agent in an offering
by OCZ Technology Group, Inc.
(NASDAQ CM: OCZ)
Second tranche of
Series B Preferred Stock
Washington Research
Foundation
Boralex Inc.
Subscription and private placement
Roth Capital Partners LLC
QM Power, Inc.
(XETRA: TIM)
Aurora Parts &
Accessories LLC
Cluff Natural Resources plc
Prodea Systems, Inc.
Private placement of common stock
Tipp24 SE
Southern Cross
Explorations NL
Public Offerings, PIPEs,
and Other Institutional Financings
Arch Coal, Inc.
Please Note: Transactions Below Completed in Previous Calendar Year
(TSX: BLX)
Electrical Geodesics
(AIM: EGI)
Admission to AIM
(NYSE: ATI)
(NYSE: WWE)
(NYSE: ACI)
5.875% senior notes due 2023
8.000% senior secured second
lien notes due 2019
Carolina
Beverage Group, LLC
Cenkos Securities plc
(a portfolio company of
SunTx Capital Partners)
10.625% senior secured
notes due 2018
(LSE: CNKS)
$75 million placing and IPO on AIM
of Benchmark Holdings plc
Exact Sciences Corporation
finnCap Limited
(NASDAQ: EXAS)
Nominated adviser and broker to
Seeing Machines Limited (AIM: SEE)
in relation to its subscription
and private placement
Public offering of shares
of common stock
Public Offerings, PIPEs, and Other Institutional Financings continued
Please Note: Transactions Below Completed in Previous Calendar Year
Lotto24 AG
Lennar Corporation
Hecla Mining Company
Iveda Solutions
(NYSE: HL)
(OTCBB: IVDA)
6.875% senior notes due 2021
2013 Convertible Debenture Offering
4.125% senior notes due 2018;
4.750% senior notes due 2022
Rights offering and listing of the new
shares on the Prime Standard of the
Frankfurt Stock Exchange
The McNair Group
Nuveen Flexible
Investment Income Fund
Nuveen Intermediate
Duration Quality
Municipal Term Fund
Maxim Group LLC
At-the-market offering for RiT
Technologies Inc. (NASDAQ: RITT)
Investment in
Riverstone Energy Limited
(LSE: RSE)
Piper Jaffray & Co.
Piper Jaffray & Co.
(NYSE: PJC)
(NYSE: PJC)
Underwriter for a public offering by
S&W Seed Company (NASDAQ: SANW)
Underwriter for offering of common
stock and warrants of
Mast Therapeutics, Inc.
(NYSE MKT: MSTX)
Roth Capital Partners, LLC
(NYSE: JPW)
PPG Industries, Inc.
(NYSE: PPG)
Panmure Gordon & Co plc
(LSE: PMR)
Initial public offering
RaH Energy S.r.l.
Robinsons Retail
Holdings Inc.
Share capital increase
Filing of a universal shelf
registration statement
(ASX: MBC)
Initial public offering
Nominated adviser to
Kromek Group plc (AIM: KMK)
in its admission to AIM
(NYSE: NIQ)
Initial public offering
Malabar Coal Limited
(PSE: RRHI)
Initial public offering
Starcom plc
Traffic Technologies Limited
(ASX: TTI)
(ASX: VMT)
Initial public offering
Dividend reinvestment plan
Private placement
Westhouse Securities
Limited
Westinghouse Air Brake
Technologies Corporation
Nominated Adviser to Kleenair Systems
International plc (AIM: KSI) in its
reverse acquisition of Inspirit Energy
Holdings plc (AIM: INSP)
WR Hambrecht & Co., LLC
4.375% senior notes due 2023;
Universal shelf registration
Sensor Medical Technology
WaferGen Bio-systems, Inc.
Exchange transaction of
convertible notes for common
stock and follow-on offering
(NYSE: LEN)
(AIM: STAR)
Various underwriter transactions
GigOptix, Inc. (NYSE MKT: GIG)
MoSys, Inc. (NASDAQ: MOSY)
Pixelworks, Inc. (NASDAQ: PXLW)
(WGBS: OTC US)
(XETRA: LO24)
Follow-on financing
(NYSE: WAB)
Underwriter for the initial public offering
of Truett-Hurst, Inc. (NASDAQ: THST)
Vmoto Limited
ZBB Energy Corporation
(NYSE MKT: ZBB)
Private placement of preferred
stock and warrants
Anchorage Austin Beijing Berlin Boston Brisbane Brussels Charleston Charlotte Chicago Dallas Doha Dubai Fort Worth Frankfurt
Harrisburg Hong Kong Houston London Los Angeles Melbourne Miami Milan Moscow Newark New York Orange County Palo Alto Paris
Perth Pittsburgh
Portland
Raleigh Research Triangle Park
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São Paulo
Seattle
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K&L GatesAustin
comprises
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This publication is for informational purposes and does not contain or convey legal advice. The information herein should not be used or relied upon in regard
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participants
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