Private Equity
Kelley Drye's Private Equity group represents private equity, venture capital and other private investment firms investing in or
acquiring portfolio companies, as well as companies seeking capital from such funds. The firm has done extensive work for major
private equity firms, yet is equally respected for its deep involvement with early-stage companies that benefit from the group's venture
capital and private equity track record and current-market experience. Kelley Drye's team is known for its keen business sense,
responsiveness and superior quality. Your matter is handled cost-effectively through the firm's attention to staffing transactions and
engagements with an optimal mix of partners, associates and paralegals. Importantly, the firm's partners stay involved in your matters
consistently to resolve issues and accelerate progress. In pursuing your goals, Kelley Drye brings broad industry experience to bear,
including biotechnology, clothing and apparel, computer software and hardware, entertainment, financial services, health care,
information technology, insurance, media, medical devices, pharmaceuticals and telecommunications.
Representative Experience
Representation of various private equity investment affiliates of Credit Suisse, including Credit Suisse's principal private equity arm,
DLJ Merchant Banking Partners, in various investment, acquisition and divestiture transactions, including:
Representation of DLJ Merchant Banking Partners in connection with the leveraged acquisition of The Service Companies, Inc.,
a janitorial services company, and affiliated companies.
Leveraged acquisition of Thompson Publishing Group, Inc. and affiliated companies, a publisher of various publications and
developer and operator of audio and Web conferences for the legal services industry, and subsequent sale of Credit Suisse
Private Equity's interest to Avista Capital Partners.
Series of lead investments in Sentient Jet, Inc. (f/k/a eBizJets.com, Inc.), a private jet membership company.
Series of co-lead investments in CRC Health Group, Inc., a behavioral healthcare company, and acquisition by CRC of National
Specialty Clinics, Inc., a national owner of methadone clinics.
Representation of Credit Suisse Private Equity in connection with the acquisition by CRC Health Group of National Specialty
Clinics, a provider of methadone-based treatment for opiate addiction.
Series of lead investments in VivoMetrics, Inc. (f/k/a LifeShirt.com, Inc.), a patient monitoring device company, including
additional rounds of bridge financings and a recapitalization.
Series of lead investments in American Biophysics Corp., maker of Mosquito Magnet biting insect traps.
Co-investments in:
Raymedica, Inc., a prosthetic spinal disk manufacturer.
Totality Corp. (f/k/a MimEcom Corporation), a systems management company.
Convergent Technologies, Inc., a provider of packet-based infrastructure products for telecom carriers.
Pluris Networks, Inc., a developer of Internet routers.
eMed Technologies Corporation, a provider of image management, teleradiology and Web technologies for radiologists.
Network Elements, Inc., a developer of optical networking modules.
Oxagen Limited, a U.K. provider of genetic data (U.S. counsel).
Arriva!, a developer of maintenance systems for Internet networks.
Multiplex, Inc., an optical components and subsystems supplier.
Keystroke Technology Solutions, Inc., a lending technology company.
Medivance, Inc., a developer of therapeutic temperature management systems.
eGenera, Inc., a data center infrastructure technology company.
Representation of U.S. Well Services, LLC, an oilfield service provider, and its wholly-owned subsidiary USW Financing Corp. in the
closing of $115 million concurrent offerings of high-yield debt units and equity units.
Representation of ACTV8, Inc., a global media integration company, in connection with its $3.5 million Series C financing.
Representation of Gentry Capital Partners, an investment bank, and Advantage Capital Partners, a venture capital and small
business finance firm, in connection with a Series C financing of Glori Energy Inc. Gentry and ACP each invested $3.5 million of the
$20 million financing.
Representation of 221 Partners Fund, LP, a Chicago based private equity fund, in the sale of its interest in First National Holdings,
LLC to their original founders.
Representation of The Service Companies, Inc., a DLJ Merchant Banking portfolio company, in the acquisition of the assets of JRS
International, Inc., a janitorial services company focused on the luxury hospitality industry.
Representation of Den-Mat Holdings, LLC, a DLJ Merchant Banking Partners portfolio company, in connection with a distribution,
license and manufacturing arrangement with Remedent, Inc., a provider of oral care and cosmetic dentistry products.
Representation of MHR Fund Management in its private equity investment in Consolidated Restaurant Corporation.
Representation of RathGibson, Inc., a DLJ Merchant Banking Partners portfolio company, in the acquisition of Mid South Control
Lines, Inc., a provider of specialty metal tubing products to the oil and gas industry.
Representation of Tailwind Capital Partners LLC, in connection with various buyouts and investments in the healthcare, technology
and business services, and media and communications industries, including:
Leveraged acquisition of Aircast Incorporated, a worldwide manufacturer and distributor of healthcare devices for orthopedic
injuries, and subsequent sale to dj Orthopedics.
Leveraged acquisition of Trover Solutions, Inc., an outsource provider of insurance subrogation and claims recovery services to
private healthcare payers and property and casualty insurers, and subsequent sale to ABRY Partners.
Co-lead investment in Freedom Innovations, LLC, a company specializing in the design and production of prosthetic devices.
Leveraged acquisition of VersaPharm Inc., a pharmaceutical development and marketing company.
Leveraged acquisition of a controlling interest in Cumberland Consulting Group, a consulting company focused on healthcare
providers and payors.
Leveraged acquisition of the Long's Drugs Store chain, a regional chain of pharmacies in the Southeastern U.S.
Representation of VersaPharm Incorporated, a Tailwind portfolio company, in the acquisition of the generic drug business of Allan
Pharmaceuticals.
Representation of Freedom Innovations, LLC, a Tailwind portfolio company, in the sale of the company to Health Evolution Partners,
a private equity firm.
Representation of Nautilus Neurosciences, Inc., a neurology-focused specialty pharmaceutical company and portfolio company of
Tailwind Capital Partners, in connection with various transactions, including:
Acquisition of the U.S. and Canadian rights to certain products for the treatment of migraine headaches and acute pain.
Co-investment by Galen Partners, a private equity firm.
Exclusive licensing arrangement with Tribute Pharmaceuticals, a privately-held Canadian specialty pharmaceutical company, for
the commercialization of Nautilus' migraine treatment products in Canada.
Representation of Hudson Valley Capital Partners, Inc. (an LBO group), including:
Leveraged acquisition of Helmac Products Corporation (now known as The Evercare Company), a manufacturer and distributor
of home and clothing care products.
Leveraged acquisition of Advanced Duplication Services, Inc., a manufacturer and distributor of outsourced compact disc,
diskette-duplication and fulfillment services.
Leveraged acquisition of Techno-Aide, Inc., a manufacturer and distributor of accessory products for the medical imaging market.
Acquisition of retail business of H.B.D., Incorporated (a home care products company) by The Evercare Company.
Several separate acquisitions of manufacturers and distributors of DVD and VHS products and services by Advanced
Duplication Services, LLC.
Representation of ProQuest Investments healthcare venture funds (with an emphasis on oncology-related areas for Funds I and II),
including:
Formation of ProQuest Investment II, L.P. and its affiliate fund and formation of ProQuest Investments III, L.P. and ProQuest
Investments IV, L.P.
Lead investment in Optimer Pharmaceuticals, Inc., a biopharmaceutical company.
Lead investment in Eagle Pharmaceuticals, Inc., a specialty pharmaceutical company.
Lead investment in ActivX Biosciences, a biopharmaceutical company.
Lead investment in Cypress BioScience, a provider of therapeutics and personalized medicine services to facilitate improved
and individualized patient care.
Lead investment in Palatin Technologies, a biopharmaceutical company.
Lead investment in Agile Therapeutics, Inc., a women’s contraceptive products company.
Lead investment in Methylgene Inc., a biopharmaceutical company.
Lead investment in BioSyntech, Inc., a biotechnology company.
Lead investment in Ziopharm Oncology, Inc., a biopharmaceutical company.
Series C Preferred Stock financing.
Representation of Cross Atlantic Partners as lead investor in various health care venture capital investments.
Representation of Arcus Ventures Fund, L.P., a venture fund specializing in oncology-related investments, including formation of the
fund and representation, in connection with its portfolio investments.
Representation of KB Partners LP, including:
Lead investment in Corona Optical Systems, Inc.
Lead investment in NetRegulus, Inc., including several additional rounds of bridge financings.
Lead investment in Cobotics, Inc.
Lead investment in Exact Technologies, Inc.
Representation of TSG Capital Partners in the sale of Telscape Communications, Inc., a CLEC telecommunications company
focusing on the Hispanic market, to Gemini Capital Partners.
Representation of Edison Venture Fund in:
Series A Preferred Stock investment in Regent Education, Inc., a provider of financial aid management software to universities
and other educational institutions.
Series B Preferred Stock investment, with Chrysallis Ventures, in Regent Education, Inc.
Representation of Telarix, Inc., a provider of telecommunications routing optimization software solutions, in:
Series C-1 Preferred Stock financing by Edison Venture Fund and Redshift Ventures.
Bridge financing transaction by Edison Venture Fund and Redshift Ventures.
"Venture debt" (with warrants) subordinated debt financing by Gold Hill Venture Lending and Silicon Valley Bank.
Senior debt facility, with Export-Import Bank guaranteed line of credit, from Comerica Bank.
Sale of a majority interest to Brown Brothers Harriman & Co., a private equity firm.
Representation of VidSys, Inc., a provider of physical security information management software solutions, in:
Series B Preferred Stock financing by FlyBridge Ventures, Motorola, Inc. and JVAX Investment Group.
Bridge notes and subsequent Series C Preferred Stock financing transactions by FlyBridge Ventures, Motorola, Inc. and JVAX
Investment Group.
"Venture debt" (with warrants) subordinated debt financing by Eastward Capital Partners.
Series D Preferred Stock financing transaction by Atlanta Equity Partners, FlyBridge Ventures, Motorola, Inc. and JVAX
Investment Group.
Representation of BlueRun Ventures (f/k/a Nokia Venture Partners) in:
Series A Preferred Stock financing of enPocket, Inc., a mobile marketing and advertising solutions company.
Leading the Series A Preferred Stock financing of Qovia, Inc., a developer of VOIP monitoring and management technologies,
with Anthem Capital and the Maryland Department of Business and Economic Development.
Representation of Open Prairie Ventures, a Mid-West based venture capital fund, in:
Series A Preferred Stock financing of iCyt Mission Technology, Inc., a flow cytometry technology development company.
Series A Preferred Stock financing of Vestaron Corporation (f/k/a Venomix, Inc.), a developer of spider-venom based
insecticides.
Common Stock financing of Compact Particle Acceleration Corporation, a spinout of TomoTherapy Incorporated, a company
engaged in developing and commercializing a highly compact intensity-modulated proton therapy system powered by a
dielectric-wall accelerator.
Obtaining a subscription line of credit from a financial institution.
Increasing the size of Open Prairie's second fund, permitting Open Prairie to invest in additional portfolio companies and
diversify its investments.
Representation of Broadmargin, Inc. , a provider of software solutions to help enterprises manage voice, data, wireless and
equipment expenditures, in its Series A Preferred Stock financing by ABS Capital Partners and Concert Capital.
Representation of Alternative Broadband Access, Inc., a provider of wireless high-speed internet access service, in its angel-round
convertible debt financing by America Online, Inc.
Representation of Green Wave Wash LLC, an investment fund, including formation of the fund and representation of the fund in its
acquisition of car wash businesses.
Representation of Telular Corporation, a provider of wireless alarm communication and machine-to-machine solutions, in:
Strategic acquisition of TankLink Corporation (f/k/a SupplyNet Communications, Inc.), a remote tank monitoring and telemetry
company.
Strategic acquisition of assets (through TankLink Corporation) of Smart Logix, Inc., a provider of wireless tank monitoring
systems to petroleum distributors and reclamation companies.
Representation of the executive management team in connection with a leveraged buyout of Focused Health Solutions, Inc., a
provider of wellness and condition management health care services.
Representation of the executive management teams in connection with a leveraged buyout of Diamond Marketing Solutions Group,
Inc. and National Data Services of Chicago, providers of direct marketing and fulfillment services.
Representation of LiquidGeneration, Inc., a provider of online content and social entertainment, in Series B and Series B Preferred
Stock financing from a group of venture capital and angel investors.
Representation of a group of high net worth individuals in a Series A Preferred Stock financing in Relief Band Medical Technologies
LLC, a company that develops, manufactures, and commercializes transdermal neuromodulation devices for the treatment of a wide
range of acute and chronic clinical conditions.
Representation of MidAmerica Bank (now part of PNC National Bank) and Wheaton Bank & Trust Company (a subsidiary of
Wintrust Financial) in connection with subscription lines of credit to various SBA licensed private equity and venture capital firms,
including Aldine Capital, Valor Equity Partners, Altus Capital Partners, Granite Creek Partners and Centerfield Capital Partners.
Representation of Pelstar, LLC, a professional scale company, in connection with the sale of its food service, office product and
industrial scale division to a publicly traded company.
Representation of Total Call International, Inc., a domestic and long distance telecom service company, in conjunction with the sale of
a majority ownership position in the company.
Representation of the owners of H2O Plus, LP, a skin-care products developer and retailer, in connection with the sale to a consortium
of private equity firms.
Representation of KeyLime Cove, an indoor water park company, in connection with its initial financing, consisting of preferred equity,
senior debt and mezzanine financing.
Representation of OptionMonster Holdings, Inc., an online brokerage firm, in connection with Series A, Series B and Series C
Preferred Stock financings.
Representation of Morgan Stanley in the review and analysis of its obligations under various subscription line of credit agreements
with various private equity funds and REITs.
Representation of Matheson Tri-Gas, Inc. in its acquisition of Valley National Gases, a distributor of industrial, medical and specialty
packaged gases and related products for commercial and residential applications, from private equity fund Caxton-Iseman Partners.
Representation of Tata Communications, Ltd. (formerly VSNL) in its acquisition of Teleglobe International Holdings, Ltd., a VOIP
telecommunications services provider, from private equity fund Cerberus Capital Partners.
Representation of Tata Coffee Ltd. in connection with the acquisition of Eight O'Clock Coffee Company from Gryphon Partners, a
private equity fund, and other co-investors and equityholders.
Representation of e-Security, Inc., a network security solutions provider and portfolio company of venture capital firms Fidelity
Ventures, Advanced Technology Ventures, Updata Venture Partners and FT Ventures, in its sale to Novell, Inc.
Representation of the sole owner of Paramount Services, Inc., a provider of kitchen and bath renovations for the REIT industry, in his
sale of a controlling interest to Chicago Growth Partners, a private equity fund, and related recapitalization of the business.
Representation of owners of Bell Nursery Holdings, LLC, a value-added distributor and merchandiser of plant products for major
retailers, in their sale of a controlling interest to Lindsey Goldberg, a private equity fund, and related recapitalization of the business.
Representation of owners of Plan-It Granite & Marble, Inc. , formerly a large scale natural stone fabricator and installer, in their sale of
a controlling interest to Falfurrias Capital Partners, a private equity fund, and related recapitalization of the business.
Representation of the Transervice Companies, a truck leasing, maintenance and logistics group, and their owners in the sale of a
controlling interest to The ZS Fund L.P., a private equity fund.
Representation of the owners of GenServe Inc., a company specializing in the service and repair of generators, in the sale of the
company to Anvil Capital L.L.C., a private equity fund.
Representation of the owners of CJ&M Transport, Inc., an automotive transportation company, in the sale of the company to
Innovative Equity Partners, a private equity fund.