2007 Transaction Highlights Corporate, Mergers & Acquisitions and Securities Practice

advertisement
Corporate, Mergers & Acquisitions and Securities Practice
2007 Transaction Highlights
K&L Gates Global Office Locations
Anchorage
London
Spokane/
Coeur d’Alene
Seattle
Portland
Paris
Beijing
Boston
Shanghai
Hong Kong
Taipei
Newark
New York
Harrisburg
Pittsburgh
Washington, D.C.
San Francisco
Palo Alto
Los Angeles
Research Triangle Park
Orange County
Fort Worth
Raleigh
Charlotte
Dallas
Austin
Miami
Berlin
Corporate, Mergers & Acquisitions
K&L Gates’ international corporate and transactional practice is one of the most
and Securities Practice
substantive in the profession. The depth and breadth of this practice is a result of over
2007 Transaction
Highlights
325 lawyers with focus and dedication to our Corporate, Mergers & Acquisitions and
Securities practice.
Each year, we complete hundreds of M&A transactions and public and private debt
and equity offerings. Our lawyers serve as counsel to corporations ranging in size
from large multinationals to emerging growth companies with promise to become
tomorrow’s industry leaders. Our lawyers in the United States, Europe and Asia
are highly experienced in cross-border M&A, securities, regulatory and financing
transactions and maintain a balance between acquisition and capital markets work in
virtually every industry.
Corporate, Mergers & Acquisitions and Securities Practice
$1.2 billion
ADVO, Inc.
American Fast Freight, Inc
Aplia, Inc.
Aventail Corp.
Boralex Inc.
Merger with Valassis Communications, Inc.
ESOP/Redemption transaction
Acquisition by Thomson Learning, Inc.
Acquisition by SonicWALL, Inc.
Monetization sale of five energy facilities
CapMan
Carrier Commercial
Refrigeration, Inc.
Mergers & Acquisitions
Acting on the acquisition of
IT2 Treasury Solutions
The K&L Gates M&A team completed over 150
Acquisition of Carter-Hoffmann and
Wells Bloomfield divisions
Brightstar Corp.
Joint venture with
TechData Corporation
Carrier Commercial
Refrigeration, Inc.
Acquisition of Edward B. Ward & Company
$475 million
transactions worldwide in excess of $30 billion.
Carrier’s World Dryer Corp
Acquisition of Carrier’s World Dryer
Corporation by NewCastle Partners LLC
Cascade Natural Gas
Corporation
China Architectural
Engineering, Inc.
Merger with MDU Resources, Inc.
Acquisition of Techwell Engineering Limited
$112 million
The Cogeneration Co. Ltd.
Acquisition of Dalkia Plc.
Columbia Paint
and Coatings Co.
Acquisition by Sherwin-Williams Co.
Copart, Inc.
Corbis Corporation
Acquisition of Universal Salvage Plc
Acquisition of Veer Corporation
Covance Inc.
Division sale to
eResearch Technology, Inc.
Crane Co.
Acquisition of Owens Corning’s HighGloss Composite Panel Business
$210 million
Crucible Materials Corp.
Sale of Trent Tube division to
Plymouth Tube Co.
Data Technology Limited
Acquisition by Innovise plc
Education Management LLC
Endeavor Capital, LLC
Acquisition of Chaparral College, Inc. Acquistion by Network Courier Logistics of
and Tucson Design College, Inc.
Commodity Logistics Group, Inc.
F5 Networks, Inc.
Faxitron Corporation
Acquisition of Acopia Networks, Inc.
Acquisition by Inverness Capital Partners
£350 million
Grakon International
FF&P Private Equity Ltd.
Field Asset Services, Inc.
Genesis Worldwide II Inc.
Majority equity investment in OKA
Acquisition by First Service Corp.
Acquisition by HVS Acquisition, Inc.
Sale of equity interest to
Greenbriar Equity Group
£350 million
€400 million
Institution for Savings
in Newburyport
Kellogg Brown & Root Holdings
(UK) Limited
La Seda de Barcelona SA
Merger with Ipswich Cooperative Bank
Sale of Devonport Management Limited
$100 million
Holland America Line
Acquisition of Windstar Cruise Line by
Ambassadors International
Acquisition of Amcor Limited’s
European PET Business
Halliburton Manufacturing
and Services Limited
Acquisition of PSL Energy Services Ltd.
Lezzer Lumber
Acquisition of Brubaker Lumber
Hamilton Sundstrand
Acquisition of
Precision Engine Controls Corp.
Lockhart Chemical Co.
Acquisition of chemical business by
Lubrizol Corporation
2007 Transaction Highlights
$346 million
Merrill Gardens LLC
Acquisition by
CSH Master Care USA, Inc.
$6.35 billion
Microsoft Corporation
Microsoft Corporation
Microsoft Corporation
Microsoft Corporation
Microsoft Corporation
Acquisition of AdECN, Inc.
Acquisition of aQuantive, Inc.
Acquisition of Engyro Corp.
Acquisition of Jellyfish, Inc.
Acquisition of Medstory, Inc.
$129 million
Microsoft Corporation
Microsoft Corporation
Acquisition of Musiwave SA
Acquisition of Parlano Inc.
MSNBC Interactive News, Inc.
Northwest Capital
Appreciation
Acquisition of Newsvine, Inc.
Acquisition of Coast Crane Holdings
Microsoft Corporation
Acquisition of Savvis
Communications Corporation
Microsoft Corporation
Microsoft Corporation
MRV Communications, Inc.
Acquisition of Stratature, Inc.
Acquisition of Tellme Networks
Acquisition of Fiberxon, Inc.
Nuvotec USA, Inc.
OpticMarket, Inc.
Merger acquisition by Perma-Fix Environmental Services, Inc.
Acquisition of OpticMarket GmbH’s
Lenscare AG by Avida Group
$110 million
Philips Electronics
Acquisition of LTI Lighting, Inc.
Philips Electronics
Acquisition of Netalog
(d/b/a Digital Lifestyle Outfitters)
$170 million
Philips Electronics
PPG Industries
Principle Capital Holdings SA
Acquisition of Raytel
Medical Corporation
Joint venture with
Devold AMT AS of Norway
Acquisition of Principle Capital Partners
and Silex Holdings Ltd.
$97 million
Sheffield Manufacturing, Inc.
PT Central Proteinprima Tbk
SDL Ventures, LLC
Acquisition of Dipasena Group
Acquisition of AviaraDx, Inc.
Acquisition of Fortune Manufacturing, Inc.
and Hermach Machine Inc.
£51 million
$136 million
$8.2 billion
Supreme Well Investments Ltd’s
(FISH) Business
Shenango Incorporated
Silicon Motion Technology Corp.
Managing member investment
in Neville Coke, LLC
Acquisition of
Future Communications, Inc.
Speakeasy, Inc.
Sportech plc
Acquisition by Best Buy Corp.
Acquisition of Vernons Football Pools
Supreme Well Investments Ltd
The Tribune Company
Acquisition by China Medical
Technologies, Inc.
(Trustee of ESOP, Great Banc Trust Co.)
Going private transaction
$380 million
TrueBlue, Inc.
f/k/a Labor Ready, Inc.
TrueBlue, Inc.
f/k/a Labor Ready, Inc.
Acquisition of PlaneTechs, LLC
Acquisition of Skilled Services Corp.
Twango
VECO Corporation
Acquisition by Nokia
Acquisition by CH2M Hill
$188 million
WesBanco, Inc.
Acquisition of Oak Hill Financial
Xinhua Finance Media Ltd.
Acquisition of Convey
Advertising Company
Xinhua Finance Media Ltd.
Acquisition of JCBN Company Ltd.
Xinhua Finance Media Ltd.
Acquisition of Beijing
Mobile Interactive Co.
Wedbush Capital Partners
Wedbush Capital Partners
Acquisition of controlling interest in
Criterion Supply, Inc.
Acquisition by Criterion Holdings, LLC
of Brock Interiors, Inc.
Corporate, Mergers & Acquisitions and Securities Practice
$283 million
$30 million
9Spaces, Inc.
Asia Time Corporation
Brightstar Corp.
Brightstar Corp.
Private placement
Convertible debt financing
Investment by Lindsay Goldberg LLC
Investment by Mitsui & Co. Ltd.
$700 million
Calidora Skin Clinics
Series A preferred stock financing
California Public Employees’
Retirement System
Investment in Health Evolution Partners
$275 million
Venture Capital and
Other Private Financings
California Public Employees’
Retirement System
Investment in Silver Lake Group
Carbon Nanoprobes Inc.
Private placement
Concordia Coffee
Company, Inc.
Series A preferred stock financing
Supporting the next generation of
emerging business.
Down to Earth Designs, Inc.
(d/b/a gDiapers)
Series B preferred stock financing
Guidester, Inc.
Series C financing
HaloSource, Inc.
Convertible debt financing with
Masdar Clean Tech Fund
Jordan Energy and Mining Limited
Jesup & Lamont
Securities Corp.
IgniteIP, LLC
InSpa Corporation
Investment in LayerZ LLC
Series B preferred stock financing
LegiTime Technologies, Inc.
MediQuest Therapeutics, Inc.
Microsoft Corporation
Private placement
Convertible note bridge financing
Investment in Facebook
Pacific Bioscience
Laboratories, Inc.
Passage Events
& Promotions, Inc.
Private placement
Series B preferred stock financing
Private placement in Photonic Corp.
JMP Securities LLC
Preferred stock investment in
New York Mortgage Trust
JOGO Media, Inc.
Jordan Energy and Mining Ltd.
Series A preferred stock financing
Equity investment by RAB Capital
nanoScience Engineering
Corporation
Next Horizon Company Ltd.
Private placement
Series A preferred stock financing
Northern Lights Ventures LLC
Series A preferred stock financing of
Elessar Investment Management, LLC
Phix, Inc.
Pitchbook Data Inc.
Pulsar Vascular, Inc.
Sahale Snacks, LLC
Private placement
Private placement
Series A preferred stock financing
Series C preferred stock financing
up to $120 million
Solar Power Partners, Inc.
Series A preferred stock financing
Technology Investment Capital Corp.
Funding for Fusionstorm, Inc., PrePak
Systems, Inc. and Pulvermedia, Inc.
Telecom Transport
Management, Inc.
Series D preferred stock financing
Virtual Synaptics Inc.
West Travel, Inc.
ZSweet, Inc.
Series A-1 preferred stock financing
Recapitalization and financing
Series A preferred stock financing
2007 Transaction Highlights
HK$1.64 billion
$1 billion
$776 million
$756 million
Ajisen (China) Holdings Limited
Annaly Capital
Management, Inc.
Annaly Capital
Management, Inc.
Annaly Capital
Management, Inc.
Follow-on public offering
Follow-on public offering
Follow-on public offering
$96 million
$40 million
$511 million
Cardiome Pharma Corp
Cascade Natural Gas Corp.
MJDS public offering of common stock
5.79% senior notes
Chimera Investment
Corporation
Initial public offering; acted for
Cazenove Asia Limited, underwriter
$25 million
Boralex Inc.
Capital Lease Aviation PLC
Rule 144A offering of Class A shares
Admission to trading on AIM
Public Offerings,
PIPEs and Other
Institutional Financings
Initial public offering
HK$930 million
Accessing global capital markets.
China-Biotics, Inc.
PIPE investment by Pope Investments II, LLC
China Shenghuo
Pharmeceutical Holdings, Inc.
IPO and American Stock Exchange listing
DaChan Food (Asia) Limited
Initial public offering
$15 million
HK$957 million
$57 million
Flagship Global Health, Inc.
Fufeng Group Limited
Initial public offering
PIPE investment by FrontPoint Healthcare
Fund, L.P., et al.
$70 million
$26 million
Fuqi International, Inc.
General Moly, Inc.
General Moly, Inc.
Initial public offering
Investment by ArcelorMittal SA
Common stock PIPE
£50 million
$100 million
Kaupthing Singer & Friedlander
Admission of Melorio plc
to trading on AIM
$180 million
Media & Entertainment Holdings, Inc.
Kaupthing Singer & Friedlander Kaupthing Singer & Friedlander
Secondary placement on AIM for
Entertainment One Plc
Admission of New Britain Palm Oil Ltd on
Main Market of London Stock
$200 million
$325 million
Leed Petroleum Plc
Initial public offering
Media & Entertainment
Holdings, Inc.
IPO, acted for Lazard Capital Markets
Exchangeable bond offering
Telestone Technologies Corp
Velti PLC
Common stock PIPE
Secondary placement on AIM
PMG African Infrastructure
Opportunities
Acting for the Manager on AIM listing
HK$1.8 billion
ET – China.com International
PT Central Proteinaprima Tbk PT Central Proteinaprima Tbk Qunxing Paper Holdings Co. Ltd.
Holdings Ltd.
IPO; acted for
11% guaranteed senior secured notes
Oriel Securities
Secondary placement on AIM
ICEA Capital Limited
Dragon-Ukranian Properties &
Development Plc
Acting for the NOMAD on AIM listing
Acting for the NOMAD on AIM listing
Vicorp Group Plc
Acting for the NOMAD on AIM listing
Lifeline Scientific, Inc.
SulphCo, Inc.
Acting for the NOMAD on AIM listing
Common stock PIPEs
K&L Gates comprises approximately 1,700 lawyers in 28 offices located in North America, Europe and
Asia, and represents capital markets participants, entrepreneurs, growth and middle market companies,
leading FORTUNE 100 and FTSE 100 global corporations and public sector entities. For more information, visit www.klgates.com.
K&L Gates comprises multiple affiliated partnerships: a limited liability partnership with the full name K&L Gates LLP qualified in
Delaware and maintaining offices throughout the U.S., in Berlin, in Beijing (K&L Gates LLP Beijing Representative Office), and in
Shanghai (K&L Gates LLP Shanghai Representative Office); a limited liability partnership (also named K&L Gates LLP) incorporated
in England and maintaining our London and Paris offices; a Taiwan general partnership (K&L Gates) which practices from our
Taipei office; and a Hong Kong general partnership (K&L Gates, Solicitors) which practices from our Hong Kong office. K&L
Gates maintains appropriate registrations in the jurisdictions in which its offices are located. A list of the partners in each entity is
available for inspection at any K&L Gates office.
This publication/newsletter is for informational purposes and does not contain or convey legal advice. The information herein
should not be used or relied upon in regard to any particular facts or circumstances without first consulting a lawyer.
Data Protection Act 1998—We may contact you from time to time with information on K&L Gates LLP seminars and with our
regular newsletters, which may be of interest to you. We will not provide your details to any third parties. Please e-mail london@
klgates.com if you would prefer not to receive this information.
71205_649
©1996-2008 K&L Gates LLP. All Rights Reserved.
Download