CORPORATE PRACTICE
2012 Transaction Highlights
GLOBAL LEGAL COUNSEL IN 48 FULLY INTEGRATED
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CORPORATE PRACTICE
2012 Transaction Highlights
K&L Gates has one of the legal industry’s most substantial
RECENT INDUSTRY RECOGNITION:
“full-market” corporate and transactional counseling practices
providing 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. The firm’s
500-lawyer team practices in 48 fully integrated offices across
five continents, with a focus and dedication to the areas of
corporate, M&A, securities, private equity, and venture capital.
In 2013, Mergers & Acquisitions
magazine named K&L Gates
“Law Firm of the Year” for
Mid-Market M&A.
The K&L Gates Corporate practice
received nationwide recognition
as a “highly regarded” firm in
the 2012 edition of Chambers
USA, a leading guide of the
legal profession.
U.S.News–Best Lawyers®
2012 survey ranked K&L Gates
as a national first-tier firm for
Corporate Law, Mergers and
Acquisitions Law, Securities/
Capital Markets Law, Securities
Regulation, and Private Fund/
Hedge Funds Law.
Corporate Board Member
magazine and FTI Consulting,
Inc. ranked the K&L Gates U.S.
corporate practice among the
top 25 national corporate law
firms in its 2012 “America’s Best
Corporate Law Firms” survey of
nearly 2,000 general counsel of
U.S. public companies.
K&L Gates Corporate Practice 2012 Transaction Highlights
Mergers & Acquisitions
Apator Metrix S.A.
APPE France
Acquisition of a 50% stake in George
Wilson Industries Limited
Joint venture with Coca-Cola
Enterprises (NYSE: CCE) in France
Brightstar Corp.
Acquisition of Mobile Phone Xchange
Limited; Divestiture of 50% in European
joint venture
Carrier Corporation
Acquisition of Bresco Limited; Sale
of Refrigerated Container Services
business to ConGlobal Industries, Inc.
DARA BioSciences, Inc.
(NASDAQ: DARA)
Acquisition of Oncogenerix Inc.
Fiduciary Counselors Inc.
Independent fiduciary in Verizon
Communications Inc. (NYSE: VZ) pension annuitization
Hitachi Consulting
Corporation
Acquisition of Celerant Consulting
Investments Limited
Brookwood Associates
Investment banking adviser on sale of
PMG Associates to Inclinix, Inc.
Circle K Stores
Acquisition of a portfolio of
convenience stores
Advance America, Inc.
Cash Advance Centers
(NYSE: AEA)
Acquisition by Grupo Elektra
(MX: ELEKTRA)
Acquisition of Safeer stores in Oman
Automated Logic
Contracting Services, Inc.
Boralex Europe S.A.
Acquisition of InterCon
Automation, Inc.
Acquisitions of Syseca AG,
Navita Systems BV, and Systems
Alternatives International
Joint venture in China to acquire real
estate with ARA
Acquisition by Altaris Partners
Columbia Sportswear
(NASDAQ: COLM)
Continental AG
(XETRA: CON)
Covance Inc.
(NYSE: CVD)
Joint venture with
Swire Resources Ltd.
Multiple acquisitions over the
past 12 months
Sale of Environmental Sciences
Business to Smithers Group
Digilent, Inc.
Hot-Can plc
Brady plc
(AIM: BRY)
Acquisition of minority stake
in Bentall Kennedy
Acquisition by National
Instruments Corporation
Acquisition of Hot-Can Inc., Hot-Can
Sdn Bhd, and Hot-Can Intellectual
Property Sdn Bhd
Acquisition of Firestone of
Denham Springs, Inc. d/b/a
Consolidated Tire & Oil
California Public Employees’
Retirement System
DIANA Group
Acquisition of Assaloni.com SpA
Acquisition of 90.5 MW of
French wind power assets
American Tire
Distributors, Inc.
California Public Employees’
Retirement System
Acquisition of Pacific
Pure-Aid Company
Giletta SpA
Al Meera Consumer Goods
Company QSC
(QATAR: MERS)
Halliburton Company
(NYSE: HAL)
Acquisition of Petris Technology, Inc.
Huntley & Huntley
Joint venture with large international
private equity sponsor
Economy Co-operative Bank
Carolina Medical
Products Company
Ellwood Group, Inc.
Merger with and into Haverhill Bank
Acquisition of Rose Machine &
Fab, Inc.
Hecla Mining Company
(NYSE: HL)
Hexagon AB
(NASDAQ OMX
Stockholm: HEXA B)
Acquisition of assets from Gold Summit
Corporation, U.S.A.
JBS Group, Inc.
Sale to Tui Travel PLC (LSE: TT)
Acquisition of New River
Kinematics, Inc.
The Jim Pattison Group
Acquisition of outstanding equity of
Comag Marketing Group LLC and
Comag Marketing Group Canada Inc.
Mergers & Acquisitions continued
LiftOne LLC
Acquisition of assets;
Acquisition of accounts receivable
K&L Gates Corporate Practice 2012 Transaction Highlights
Luxology LLC
Merger with The Foundry
Mahindra Satyam
(BSE: 500376)
(NSE: SATYAMCOMP)
(OTC Pink: SAYCY)
Massachusetts State
Employees Credit Union
Sale to Metro Credit Union
Acquisition of vCustomer Services, LLC
Merrill Gardens LLC
Joint venture with Heitman Value
Partners II, LP; Senior housing joint
venture in China
Microsoft Corporation
(NASDAQ: MSFT)
Sale of 50% interest in MSNBC.com
MutualOne Bank
NewWave Communications
Merger with Natick Federal
Savings Bank
Acquisition of cable systems serving
parts of Indiana, Illinois, and Ohio
PAC Stainless Ltd./
PAC Trade, Inc.
Transaction with
Evergreen Pacific Partners
The Polish
National Credit Union
Acquisition of
ValleyStone Credit Union
Skanska USA Building Inc.
Modular construction joint venture
with Forest City Ratner
Suez Environnement
(EN Paris: SEV)
Sale of German subsidiary to the
Remondis Group
Par Pharmaceutical
Companies, Inc.
Acquisitions of Edict Pharmaceuticals
Private Limited and 14 pharmaceutical
products from Watson
Pharmaceuticals Inc. (NYSE: WPI)
Prime Alliance
Solutions, Inc.
Acquisition by Mortgage Cadence, LLC
Snyder’s-Lance, Inc.
(NASDAQ: LNCE)
Milliman, Inc.
Sale of Milliman Care Guidelines LLC
Novozymes
Motion and Flow Control
Products, Inc.
Acquisition of American Hose and
Fittings, Inc.
Odom Corporation
Acquisition of Natural Industries Inc.
Sale of 50% interest in
Odom-Southern Holdings, LLC
Paula’s Choice, LLC
PetroVietnam Exploration
Production Corporation Ltd.
Sale of the company and certain assets
of Beginning Press, Inc.
Protech Chemicals Ltd.
Acquisitions of certain assets of Innotek
and The Thermoclad Company
Sportech, Inc.
MediQuest
Therapeutics, Inc.
Exclusive license of drug
development program
MTS Health Partners, L.P.
Financial advisor to Sun Healthcare
Group, Inc. (NASDAQ: SUNH) in its
acquisition by Genesis Healthcare
OYSTAR Holding GmbH/
Odewald & Cie
Sale of all shares in OYSTAR North
America, Inc.
Piper Jaffray & Co.
(NYSE: PJC)
Acquisition of shares of
Perenco Peru Limited
Financial advisor to China Kanghui
Holdings (NYSE: KH) in its acquisition
by Medtronic, Inc. (NYSE: MDT)
Rearden Commerce, Inc.
Simpson Performance
Products, Inc.
Sale of ExpenseWire
State Street Bank and
Trust Company
Acquisition of Hubbard/Downing, Inc.
Stoneway Electric Supply
Company ESOP
Acquisition of eBet Online Inc.
Independent fiduciary in
General Motors Co. (NYSE: GM)
pension annuitization
Sale to Crescent Electric Supply Co.
T-Mobile USA, Inc.
Tri-Valley Corporation
TxVia, Inc.
Sale of certain assets and spectrum
to Iowa Wireless Services LLC
Section 363 sale of substantially
all assets
Acquisition by Google Inc.
(NASDAQ: GOOG)
United Rentals, Inc.
(NYSE: URI)
Acquisition of Snack Factory, LLC
Sale of InfoManager and
Wynne Systems
Mergers & Acquisitions continued
UTC Climate,
Controls & Security
Sale of Chubb Fire & Security, LLC to
Comvest Investment Partners
K&L Gates Corporate Practice 2012 Transaction Highlights
Vigor Industrial LLC
Acquisition of Alaska Ship
and Drydock, Inc.
WesBanco, Inc.
(NASDAQ: WSBC)
Acquisition of Fidelity Bancorp, Inc.
(NASDAQ: FSBI)
Public Offerings, PIPEs, and Other
Institutional Financings
Arch Coal, Inc.
(NYSE: ACI)
9.875% senior notes; Registered
exchange offer
DARA BioSciences, Inc.
(NASDAQ: DARA)
Multiple convertible preferred stock
and warranty offerings
Jefferies & Company, Inc.
Multiple Fannie Mae and
Freddie Mac offerings
Nuveen Real Asset
Income and Growth Fund
(NYSE: JRI)
Initial public offering
Quam Capital Limited
Initial public offering of Juda
International Holdings Limited; acted
for sponsor and underwriters
BNP Paribas
Cenkos Securities plc
(AIM: CNKS)
YGM Group
(HK: 375)
Zumiez Inc.
(NASDAQ: ZUMZ)
Acquisition of the majority of
non-Asian business and assets of
Aquascutum brand
Acquisition of Blue Tomato Group
Amara Mining PLC
(AIM: AMA)
Annie’s, Inc.
(NYSE: BNNY)
Institutional placing
Initial and follow-on public offerings
C. K. Cooper & Company
Cluff Natural Resources Plc
(AIM: CLNR)
Nomad and Broker for Corac Group plc
(AIM: CRA) on institutional
placing and in acquisition of
Wellman Hung Graham Ltd. and
Wellman Defense Limited
Placement agent in registered
direct offering of
Houston American Energy Corp.
(NYSE MKT: HUSA)
Duquesne Light
Company
Exact Sciences Corporation
(NASDAQ: EXAS)
HaloSource, Inc.
(AIM: HALO)
Incadea Group
(AIM: INCA)
Private placement
Common stock offering
Institutional placing
Initial public offering
MLV & Co.
Nuveen Preferred and
Income Term Fund
(NYSE: JPI)
Multiple Fannie Mae, Freddie Mac,
and Ginnie Mae offerings
Lennar Corporation
(NYSE: LEN)
4.75% senior notes due 2017;
4.75% senior notes due 2022
Piper Jaffray & Co.
(NYSE: PJC)
Underwriter for the common
stock offering by Endologix, Inc.
(NASDAQ: ELGX)
Rare Earths Global Limited
(AIM: REG)
Admission to AIM and placing; acted
for the nominated adviser and broker
Locust Wood Capital
Advisers, LLC
PIPE investment
Sales agent in at-the-market common
and preferred stock offering for
Greenhunter Energy, Inc.
(NYSE Amex: GRH)
Initial public offering
Initial public offering
Port Townsend
Paper Corporation
PPG Industries, Inc.
(NYSE: PPG)
Primo Water Corporation
(NASDAQ: PRMW)
Credit facility and debt financing
Debt offering
Credit facility and debt financing
Snyder’s-Lance, Inc.
(NASDAQ: LNCE)
Sophrosyne Technology Fund
ZBB Energy
(NYSE Amex: ZBB)
Shelf registration
PIPE investment
Follow-on and registered direct offerings
K&L Gates Corporate Practice 2012 Transaction Highlights
Private Equity, Venture Capital, and
Other Non-Public Financings
Audax Group
Audax Group
Acquisition of Electrical Specialty
Products, Inc. by Winchester
Electronics Corporation
Acquisition of Clements National
Company by Winchester Electronics
Corporation
CapitalSouth Partners Funds
Sponsor for acquisition of
Vitafoam, Inc.; Debt financing
Endeavour Capital
CapitalSouth Partners Funds
Debt financing and investment in
Sun & Skin Care Research, LLC
entities; Financing with Precision
Manufacturing, LLC
EPCOR Utilities, Inc.
Sale of equity interests in Network
Global Logistics
Private placement of senior notes
The Rising Beverage
Company LLC
Convertible notes financing
Alliance of Angels
Angel investment in Claim Maps, LLC
Big Tree Farms, Inc.
Rubicon Media LLC
BlueCrest Energy Inc.
Series B Preferred Stock
Seed Financing
Private placement
Carousel Capital
Partners, L.P.
The Carlyle Group
(NASDAQ: CG)
Coleville Capital LLC
Formation of Automotive Aftermarket
Services Platform and acquisition of
Express Oil
Acquisition of vwd Vereinigte
Wirtschaftsdienste Aktiengesellschaft
(GR: VWD)
Greenpoint
Holdings S.C.A.
GroupTalent
Investment in Valpak Limited
Seed Financing
Recapitalization of Insource
Performance Solutions, LLC with
Prairie Capital, L.P.
Guayakí Sustainable
Rainforest Products, Inc.
Series D Preferred Stock
InternMatch
JeNu Biosciences, Inc.
KBI Biopharma, Inc.
Limeade, Inc.
Live Ballot, Inc.
Series A Preferred Stock
Series B Preferred Stock
Subordinated note financing
Series B Preferred Stock
Series A Preferred Stock
Marlin Equity Partners
Microsoft Corporation
(NASDAQ: MSFT)
Acquisition of assets of
ATC Drivetrain, Inc.
Investment in Vision+ Fund I
Powerit Holdings, Inc.
QThru, LLC
Series C Preferred Stock
Equity and debt financing
Minturn Partners
Acquisition of TOPCOR Belco, LLC
Ridgemont Equity Partners
Acquisitions of Hometown Urgent Care
and J.A.M. Distributing Company
Mountain Pacific Group, LLC
Formation and offering of Mountain
Pacific Future World Funds, LLC
Riverlake Partners, LLC
Acquisition of SemiTorr Group, Inc.
PlaceFull, Inc.
Bridge notes financing
Roth Capital Partners, LLC
Registered shelf takedown of
Lantronix, Inc. (NASDAQ: LTRX)
Private Equity, Venture Capital, and Other Non-Public Financings Continued
K&L Gates Corporate Practice 2012 Transaction Highlights
Sensor Medical
Technologies LLC
Silurian Hallwood plc
(now Wisent Oil & Gas plc)
Series A Preferred Units
Equity investment by private investors
Tango Card Inc.
TEXbase, Inc.
Bridge notes financing
Angel financing
Sambazon, Inc.
Series C Preferred Stock
VTB Capital Investment
Management
Series A Preferred Stock financing
of SmS Tenozotherm GmbH
Washington Research
Foundation
Numerous start-up financings
Silver Investment Partners
T-Mobile USA, Inc.
Acquisition of the bakery chain Elmi
Investment in Solavei, LLC
ThinKom Solutions, Inc.
TRUE linkswear
Series B Preferred Stock
Series A Preferred Stock
TXU Energy Retail
Company LLC
Wedbush Capital Partners
Acquisition of Passport Food Group,
Inc., Wing Hing Foods, Inc., and
Royal Angelus Macaroni Company
(d/b/a Royal Pasta)
Wedbush Capital Partners
Acquisition of Golden Pheasant
Foods, LLC by Passport
Food Group, LLC
Acquisition of Mega Energy LLC
WideAngle Technologies, Inc.
Series B Preferred Stock
For more information on the Corporate Practice 2012 Transaction Highlights, please contact:
Christopher M. Carletti
+1.206.370.8314
chris.carletti@klgates.com
Martin Lane
+44.20.7360.8117
martin.lane@klgates.com
Chris Nikou
+61.3.9640.4354
chris.nikou@klgates.com
Sandy K. Feldman
+1.212.536.4089
sandy.feldman@klgates.com
D. Mark McMillan
+1.312.807.4383
mark.mcmillan@klgates.com
Robert P. Zinn
+1.212.536.4887
+1.412.355.8687
robert.zinn@klgates.com
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to any particular facts or circumstances without first consulting a lawyer.
©2013 K&L Gates LLP. All Rights Reserved.
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