ACQUISITION
$5,000,000
Hutchinson Black and Cook
Client: Confidential
Team: Carla Sledge, partner; Maureen Eldredge, partner; Lauren Carpenter, associate
Other Parties: Confidential
Other Firms: Akin Gump Strauss Hauer & Feld
Notes: The parties wanted the deal done in four weeks (from start of due diligence to close), which seemed ambitious under the particular circumstances, according to Hutchinson Black and Cook. It closed at five weeks only due to the timing of some Delaware disclosure notice issues.
DEBT FINANCE
$600,000
Burns Figa & Will
Client: Transcraft Corporation
Team: Matt Dillman, shareholder; Georginne Dudash, associate
Other Parties: City of Cadiz, Kentucky
Other Firms: Wilson Law Firm
Notes: Burns Figa & Will represented the buyer in the purchase of a warehouse property in Cadiz, Kentucky.
Confidential
Brownstein Hyatt Farber Schreck
Client: Next World Evergreen Fund
Team: Gino Maurelli, shareholder; Thomas Livingston, associate; Daniel Ackerman, shareholder; Michael Freimann, shareholder; Andrew Elliott, shareholder
Other Parties: Several early stage investors and management team of Alter Eco
Other Firms: Wendel Rose, counsel to Alter Eco; Michel Dyens, investment banker
Notes: Brownstein represented Next World Evergreen Fund, a San Francisco-based fund, in its acquisition of Alter Eco, a producer of chocolate bars, truffles, coconut clusters and other food products.
Confidential
Brownstein Hyatt Farber Schreck
Client: KSL Capital Partners LLC
Team: Nicole Ament, shareholder; Christopher Reiss, shareholder; David Curfman, shareholder; Josh Rosenholtz, associate; Scott McEachron, associate; Arthur Griffin, associate; Brittany Bliffen, associate
Other Parties: Kauai Coconut Beach LLC
Other Firms: Eckert Seamans Cherin & Mellott, counsel to seller; Haynes and Boone, counsel to lender
Notes: Brownstein represented KSL Capital Partners in its acquisition of and financing for Courtyard Kaua’i Coconut Beach.
Confidential
Hogan Lovells
Client: Alterra Mountain Company (joint venture between KSL Capital Partners LLC and Henry Crown and Company)
Team: Kevin Burke, partner; Allison Donovan, senior associate; Jeremy Gibb, associate; Lea Ann Fowler, partner; Scott Reisch, partner; David London, partner; Paul Hilton, partner; Dan Walbrun, senior associate (Los Angeles); Meg McIntyre, senior associate (Washington, D.C.); Joe Krauss, partner (Washington, D.C.); Scott Loughlin, partner (Washington, D.C.)
Other Parties: Deer Valley Resort Company LLC
Other Firms: Holland & Hart
Notes: This transaction represents the fourth high-profile acquisition in the ski resort industry in 2017 by Denver-based Alterra Mountain Company (formerly known as Hawk Holding Company), a joint venture between affiliates of KSL Capital Partners and Henry Crown and Company (owners of Aspen Skiing Company), following the acquisitions of Intrawest Resorts, Mammoth Resorts and Squaw Valley/Alpine Meadows.
Confidential
Holland & Hart
Client: Delta Concrete Inc.
Team: Chris Groll, partner; Craig Willis, associate; Kate Kalanick, associate; Tim Mohan, associate
Other Parties: Heartland Materials LLC; Richard Hurst; Danny Dumey Jr.; Danny Dumey Jr., as trustee of the Danny Dumey Jr., Revocable Living Trust UTA Jan. 19, 2015; Steven Obermann
Other Firms: Husch Blackwell
Notes: Holland & Hart assisted Ballou Pavement Solutions Inc., a wholly owned subsidiary of Colas Inc., in acquiring substantially all of the assets of Heartland Materials LLC.
Confidential
Holland & Hart
Client: Electrical Consultants Inc.
Team: Elizabeth Nedrow, partner; Chris Groll, partner; Susan Oakes, partner; Paige Coriden, associate; Kate Kalanick, associate; Rebecca Achten, employee benefits specialist
Other Parties: GreatBanc Trust Company, Richard McComish, David Anderson, Gary Bowles, Robert Delaney, Daniel T. McComish Irrevocable Trust, Catherine A. Young Irrevocable Trust, Jill M. Smith Irrevocable Trust
Other Firms: ESOP Law Group
Notes: Holland & Hart represented Montana-based Electrical Consultants Inc., in the creation of ECI’s employee stock option plan and sale of stock from current shareholders of ECI to the employee stock option plan. ECI is a full-service engineering design firm that specializes in the power and telecommunications industry.
Confidential
Holland & Hart
Client: Medical Simulation Corporation
Team: Betty Arkell, partner; Kady Bauchman, associate; Craig Frame, partner
Notes: Holland & Hart represented Medical Simulation Corporation on the strategic cross-border sale of its Medical Products division to Mentice AB. The transaction will create an advanced endovascular medical simulation technology company with a global client base in both blue chip medical device companies and renowned teaching hospitals.
Confidential
Holland & Hart
Client: Optiv Security Inc.
Team: Chris Balch, partner; Peter Perla, partner; James Crowe, of counsel; Paige Coriden, associate
Other Parties: Conexsys Communications Ltd.
Other Firms: Loopstra Nixon
Notes: Holland & Hart represented Optiv Security, a provider of end-to-end cyber security solutions, in its recent acquisition of Conexsys, a Toronto-based security and networking solutions provider. The transaction allows Optiv to serve private and public entities in Canada with more local resources, particularly in government markets. The terms of the transaction are not being disclosed.
Confidential
Holland & Hart
Client: Optiv Security Inc.
Team: Chris Balch, partner; James Crowe, of counsel; Lindsay Silber, partner; Paige Coriden, associate
Other Parties: Decision Lab LLC, David Harrison, Lee Dyes, Greg Baker, Nathan Necaise
Other Firms: Ryley Carlock & Applewhite
Notes: Optiv Security, a provider of end-to-end cyber security solutions, acquired Decision Lab, a big data, automation and orchestration services company, on Nov. 15, 2017. The acquisition was part of Optiv’s commitment to executing its global growth strategy and augments the company’s capabilities related to advanced security analytics and big data solutions and services. The terms of the transaction are not being disclosed.
Confidential
Holland & Hart
Client: Truckee Gaming LLC
Team: David Garcia, partner; Douglas Flowers, partner; James Crowe, of counsel; Megan Fogarty, of counsel; Nathan Davis, associate; Nick Venetz, associate
Other Parties: Mutual of Omaha Bank, Fernley Pioneer Gaming LLC, Dayton Pioneer Gaming LLC, Mason Valley Gaming LLC, Fernley Land Livestock LLC, Dayton Land Livestock LLC, Mason Valley Land Livestock LLC, M3B LLC, Pioneer Crossing Leasing LLC
Other Firms: McDonald Carano, Henderson & Morgan
Notes: Holland & Hart represented Truckee Gaming in its acquisition of the Pioneer Crossing Casinos in Dayton, Fernley and Yerington, Nevada. In addition to advising on the acquisition of the three casinos, Holland & Hart represented Truckee Gaming on the related debt facilities and helped coordinate a successful 1031 exchange.
Confidential
Perkins Coie
Client: 3ES Innovation Inc.
Team: Nate Ford, partner; Kester Spindler, partner; Katherine Reilly, counsel
Other Parties: Aclaro Softworks Inc.
Other Firms: Borden Ladner Gervais
Confidential
Perkins Coie
Client: Lee Equity Partners and Prelude Fertility
Team: Nate Ford, partner; Kester Spindler, partner; Michael Carr, counsel; Jared Forsgren, associate; Kristy Koeltzow, paralegal
Other Parties: Vivere Health (a portfolio company of LLR Partners); Cain Brothers (investment bank); Varagon Capital Partner (lender)
Other Firms: Bass Berry & Sims, Weil Gotshal & Manges, Proskauer
Notes: Perkins Coie represented Prelude Fertility and its private equity sponsor, Lee Equity Partners, in New York, in connection with the acquisition of Vivere Health, operator of surgery centers and labs focused on fertility and women’s health, from LLR Partners.
Confidential
Perkins Coie
Client: The Halifax Group
Team: Nate Ford, partner; Kester Spindler, partner; Ryan Gurule, associate; Kristy Koeltzow, paralegal
Other Parties: Delphi Behavioral Health Group
Other Firms: McDermott Will & Emery
Notes: Perkins Coie represented The Halifax Group in connection with the recapitalization of Delphi Behavioral Health Group, an operator of substance abuse treatment centers in California and Florida.
Confidential
Perkins Coie
Client: Rubicon Technology Management LLC
Team: Nate Ford, partner; Kester Spindler, partner; Pete Kinsella, partner; Jessica Batzell, counsel; Sarah Konz, counsel; Jake Deitch, associate; Kathryn Moore, associate; Baker Arena, associate; Kristy Koeltzow, paralegal
Other Parties: AppNeta Inc.
Other Firms: McDermott Will & Emery
Notes: Represented Rubicon Technology Partners in its recapitalization of AppNeta lnc.
Confidential
Perkins Coie
Client: Trademark Global LLC and Bertram Capital Partners
Team: Nate Ford, partner; Kester Spindler, partner; Tim Andree, associate; Liz Dietz, associate
Other Parties: DTX International LLC
Other Firms: Dinsmore & Shohl
Notes: Perkins Coie represented Trademark Global LLC and Bertram Capital Partners in the acquisition of the membership interests of DTX International LLC, an online retailer and direct importer of specialty products, which include hardware items, tool accessories, automotive and home products, doing business primarily on Amazon.com.
Confidential
Perkins Coie
Client: Trademark Global LLC and Bertram Capital Partners
Team: Nate Ford, partner; Liz Dietz, associate; Cory Smith, associate; Kristy Koeltzow, paralegal
Other Parties: SoundWorks Inc.
Other Firms: Law Offices of David R. Altshuler Esq.
Notes: Perkins Coie represented Trademark Global LLC and Bertram Capital Partners in the acquisition of the stock of SoundWorks Inc., an online retailer of speakers, doing business primarily on Amazon.com.
$600,000,000
Davis Graham & Stubbs
Client: PDC Energy Inc.
Team: John Elofson, partner; Patricia Peterson, partner; Sam Seiberling, associate; Erin Simmons, associate
$550,000,000
Davis Graham & Stubbs
Client: SRC Energy Inc.
Team: John Elofson, partner; Scott Turbeville, associate; Carolina de Armas, associate; Patricia Peterson, partner; Elizabeth Vonne, partner; Taylor Smith, associate
Notes: This deal was valued as a $550 million private offering of senior notes. The new capital was used to finance a portion of SRC Energy Inc.’s pending acquisition of oil and gas assets from Noble Energy.
$300,000,000
Spencer Fane
Client: Confidential
Team: John O’Brien, partner; John Mowbray, partner
Notes: Financing primarily secured by accounts receivable.
$70,000,000
Spencer Fane
Client: Confidential
Team: John O’Brien, partner
Notes: Multi-state loan secured by farmland.
$68,875,000
Spencer Fane
Client: Confidential
Team: John O’Brien, partner
Notes: Multi-state loan secured by farmland and farm products.
$6,300,000
Burns Figa & Will
Client: Red Pierce LLC
Team: Matt Dillman, shareholder; Nicole Roberts, associate
Other Parties: Minnesota Life Insurance Company
Other Firms: Lindquist & Vennum
Notes: Burns Figa & Will represented the buyer regarding closing on permanent financing for a real estate project.
Confidential
Brownstein Hyatt Farber Schreck
Client: Greenline Ventures LLC
Team: Jay Spader, shareholder; Josh Rosenholtz, associate
Other Parties: Rocky Mountain Instrument Co.
Other Firms: Inflection Point Law
Notes: Brownstein represented Greenline Ventures in a term loan for Rocky Mountain Instrument Co., a manufacturer of precision optics, coatings and optical assemblies.
Confidential
Brownstein Hyatt Farber Schreck
Client: Guaranty Bank and Trust Company
Team: Jay Spader, shareholder; Hunter Metcalf, associate; Jake Whitted, associate
Other Parties: Mile High Flea Market LLC and its affiliates
Other Firms: Cole Schotz
Notes: Brownstein represented Guaranty Bank and Trust Company in term loans and credit facilities for Mile High Flea Market LLC and its affiliates.
Confidential
Brownstein Hyatt Farber Schreck
Client: Guaranty Bank and Trust Company
Team: Jay Spader, shareholder; Josh Rosenholtz, associate
Other Parties: Mountain Temp Services LLC, a portfolio company of Sopris Capital associates
Other Firms: Burns & Levinson
Notes: Brownstein represented Guaranty Bank and Trust in a term loan and revolving credit facility for Mountain Temp Services LLC, a portfolio company of Sopris Capital Associates.
Confidential
Holland & Hart
Client: Shotzr Inc.
Team: Betty Arkell, partner; Louise Mousseau, paralegal
Notes: Holland & Hart represented Shotzr Inc., a platform for providing targeted, local and authentic imagery for use in everyday social media digital marketing and digital advertising posts, in its sale of convertible promissory notes to a consortium of early stage investors, including Access Venture Partners IV, Rockies Venture Fund I, PV Ventures II and Nelnet Inc.
DISPOSITION
$27,000,000
Davis Graham & Stubbs
Client: Confidential
Team: Lamont Larsen, partner; Stacie Carter, associate
Other Parties: Confidential
Notes: Davis Graham & Stubbs represented the seller in divestiture of oil and gas properties.
$16,300,000
Davis Graham & Stubbs
Client: Confidential
Team: Lamont Larsen, partner; Tim Canon, associate
Other Parties: Confidential
$13,900,000
Davis Graham & Stubbs
Client: Confidential
Team: Lamont Larsen, partner
Other Parties: Confidential
$10,100,000
Davis Graham & Stubbs
Client: Confidential
Team: Lamont Larsen, partner; Stacie Carter, associate
Other Parties: Confidential
Notes: Davis Graham & Stubbs represented the seller in an acquisition of oil and gas properties.
$7,791,945
Burns Figa & Will
Client: 24 Inverness/1777 LLC and Inverness 2017 LLC
Team: Matt Dillman, shareholder; Nicole Roberts, associate
Other Parties: Bonakemi USA Inc.
Other Firms: Pless Law Firm
Notes: Burns Figa & Will represented the seller regarding the sale of an office building located in Arapahoe County.
$6,000,000
Davis Graham & Stubbs
Client: Confidential
Team: Lamont Larsen, partner; Daniel Franklin, associate
Other Parties: Confidential
Notes: Davis Graham & Stubbs represented the seller in acquisition of oil and gas properties.
$3,000,000
Davis Graham & Stubbs
Client: Confidential
Team: Lamont Larsen, partner; Brian Annes, associate
Other Parties: Confidential
Confidential
Brownstein Hyatt Farber Schreck
Client: Caliendo-Savio Enterprises Inc.
Team: Matthew Nyberg, shareholder; Scott McEachron, associate; Josh Rosenholtz, associate
Other Parties: HALO Branded Solutions Inc., a portfolio company of Audax Private Equity
Other Firms: Kirkland & Ellis, opposing counsel; Headwaters MB, seller’s investment banker; Hoffman Crews Nies Waggener & Foster, seller’s benefits counsel
Notes: Brownstein represented Caliendo-Savio Enterprises Inc. in its sale to HALO Branded Solutions Inc., a portfolio company of Audax Private Equity.
Confidential
Brownstein Hyatt Farber Schreck
Client: Encore Consumer Capital
Team: Gino Maurelli, shareholder; Thomas Livingston, associate; Andrew Elliott, shareholder; Daniel Ackerman, shareholder
Other Parties: French Transit LLC, a portfolio company of Juggernaut Capital
Other Firms: Robinson Bradshaw, counsel to Juggernaut; Threadstone Advisors, investment banker
Notes: Brownstein represented Encore Consumer Capital, a private equity firm that invests exclusively in leading consumer products companies, in the sale of its portfolio company MyChelle Natural Skin Care LLC, a leading marketer of natural skin care products, to French Transit LLC, marketer and distributor of Crystal natural deodorant brand.
Confidential
Brownstein Hyatt Farber Schreck
Client: Madison Logic Inc.
Team: Avi Loewenstein, shareholder; Matthew Nyberg, shareholder
Other Parties: SIGNC Publishing Limited
Notes: Brownstein represented Madison Logic in its sale of its internal results division based in Ireland.
Confidential
Brownstein Hyatt Farber Schreck
Client: NexusTek Holdings LLC
Team: Kevin Cudney, shareholder; Christine Samsel, shareholder; Tenley Oldak, shareholder; Nancy Strelau, shareholder; Ryan Nichols, associate
Other Parties: Abry Partners; Lightview Capital
Other Firms: Kirkland & Ellis, counsel to Abry Partners; Goodwin Proctor, counsel to Lightview Capital
Notes: Brownstein represented NexusTek Holdings LLC in the sale of its LLC interests to Abry Partners.
Confidential
Brownstein Hyatt Farber Schreck
Client: Sweet Earth Inc.
Team: Alexandra Metzl, shareholder; Gregory Berger, shareholder; David Curfman, shareholder; Nancy Strelau, shareholder; Christine Samsel, shareholder; Scott McEachron, associate; Brittany Bliffen, associate; Hillary Steenberge, shareholder; Beth Collins, shareholder
Other Parties: Nestlé USA Inc
Other Firms: Latham & Watkins, opposing corporate counsel; Calfee Halter & Griswold, opposing employment counsel
Notes: Brownstein represented the stockholders of Sweet Earth Inc., a California-based manufacturer of plant-based protein food products, in the sale of all of the issued and outstanding equity interests and owned real property to Nestlé USA Inc.
Confidential
Hogan Lovells
Client: TC Holdings LLC and Excellere partners
Team: Timothy Aragon, partner; Sandra Harris, senior associate; Scott McClure, partner (Washington, D.C.); Carin Carithers, partner (Washington, D.C.); David Toy, partner; Chalyse Robinson, partner; Raj Balakrishnan, associate
Other Parties: Odyssey Investment Partners
Other Firms: Latham & Watkins
Notes: Hogan Lovells assisted in the sale of TC Holdings LLC, the majority of which was owned by Excellere Partners.
Confidential
Holland & Hart
Client: Delta Concrete Inc.
Team: Chris Groll, partner; Craig Willis, associate; Kate Kalanick, associate; Tim Mohan, associate
Other Parties: Obermann Concrete Inc. d/b/a SEMO Ready Mix; STAR Ready Mix Inc.
Other Firms: The Limbaugh Firm
Notes: Holland & Hart assisted Delta Asphalt Inc., a wholly owned subsidiary of Colas Inc., in the sale of certain of Delta’s concrete assets in Missouri.
Confidential
Perkins Coie
Client: Applied Voice & Speech Technology Inc.
Team: Sonny Allison, partner; Andy Villier, partner; Tim Andree, associate; Jake Deitch, associate; Kristy Koeltzow, paralegal
Other Parties: AVST Parent LLC
Other Firms: Morgan Lewis & Bockius
Confidential
Perkins Coie
Client: Kurtz Ambulance Service Inc.
Team: Nate Ford, partner; Andy Villier, partner; Justin Gonzales, associate; Kristy Koeltzow, paralegal
Other Parties: American Medical Response Inc.
Other Firms: Brownstein Hyatt Farber Schreck
Notes: Perkins Coie represented Kurtz Ambulance Service Inc., Kurtz Paramedic Service Inc., Guardian Critical Care Services LLC, Kurtz Industrial Fire Services Inc., Kurtz Municipal Dispatching Services Inc. and Kurtz Special Events Services Inc. in their acquisition by American Medical Response Inc.
EQUITY FINANCE
$500,000,000
Holland & Hart
Client: DCP Midstream LP
Team: Lucy Stark, partner; Adam Cohen, partner; Scott Berdan, partner; Michael Dill, associate; Timothy Mohan, associate; Nneka Obiokoye, associate
Other Parties: J.P. Morgan, Royal Bank of Canada, Merrill Lynch, Wells Fargo
Other Firms: Baker Botts
Notes: Holland & Hart represented DCP Midstream LP (the partnership) in connection with its issuance of 500,000 of its 7.375 percent Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units representing limited partner interests in the partnership at a price to the public of $1,000 per unit.
$312,000,000
Davis Graham & Stubbs
Client: SRC Energy Inc.
Team: John Elofson, partner; Scott Turbeville, associate; Carolina de Armas, associate
Notes: This deal involved a $312 million public offering of common stock. The new capital was used to finance a portion of SRC Energy Inc.’s pending acquisition of oil and gas assets from Noble Energy.
$100,000,000
Davis Graham & Stubbs
Client: Bill Barrett
Team: John Elofson, partner; Patricia Peterson, partner; Elizabeth Vonne, partner; Laura Cerezo, associate; Nate Goergen, associate
Other Parties: J.P. Morgan
$95,000,000
Davis Graham & Stubbs
Client: Tellurian Inc.
Team: John Elofson, partner; Edward Shaoul, associate; Will Myer, associate; Laura Cerezo, associate
Other Parties: Credit Suisse
$75,000,000
Perkins Coie
Client: CAI International Inc.
Team: Sonny Allison, partner; Ned Prusse, partner; Caitlin Barr, associate
Other Parties: Bank of America, Merrill Lynch, Wells Fargo Securities
Other Firms: Davis Polk & Wardwell
Notes: Perkins Coie represented CAI in an at-the-market public offering.
$46,000,000
Perkins Coie
Client: Leerink Partners, Piper Jaffray, Wedbush PacGrow
Team: Ned Prusse, partner; Nora Gibson, partner; Tim Andree, associate
Other Parties: Fate Therapeutics Inc.
Other Firms: Goodwin Procter
Notes: Perkins Coie represented the underwriters in the follow-on public offering of Fate Therapeutics Inc.
Confidential
Holland & Hart
Client: Jopari Solutions
Team: David Garcia, partner; Adam Cohen, partner; Trent Timmons, associate; Christopher Myers, associate; John Ludlum, of counsel; Lori Argall, paralegal
Other Parties: WestView Capital Partners III LP
Other Firms: Latham & Watkins
Notes: Jopari Solutions Inc. completed a Series B financing with an investment into the company by WestView Capital Partners III LP. The transaction involved the primary investment and issuance of Series B Preferred Stock, two conversions involving restatement of existing equity terms, compromised conversion of convertible notes, net exercise of warrants, payoff of a revolving credit facility with multiple lenders, structure of a customized set of restricted stock grants and a post-closing tender offer.
MISCELLANEOUS
$863,000,000
Holland & Hart
Client: WPX Energy Inc.
Type of Deal: Joint venture
Team: Lucy Stark, partner; Leslie Boyle, partner; Sam Edwards, partner; Jan Harris, partner; Adam Cohen, partner; Stephanie Edinger, partner; Nick Venetz, associate; Ashley Ewing, associate; Sarah Ritchey Haradon, associate; Todd Criger, of counsel
Other Parties: Howard Energy Partners
Other Firms: Latham & Watkins
Notes: Holland & Hart represented WPX Energy in the negotiation of an agreement to form a joint venture to develop Permian midstream assets in the Delaware Basin with Howard Energy Partners and the related commercial contracts between the joint venture and a WPX affiliate. At the closing, WPX contributed a dedication of approximately 37 percent of WPX’s Delaware Basin acreage and received $300 million in cash. WPX will be carried for the next $132 million in capital expenditures to be made by the joint venture. The joint venture will construct crude oil gathering and transportation and natural gas processing and, at closing, will enter into a 20-year crude oil transportation agreement and a 20-year gas gathering and processing agreement with WPX’s affiliate as the anchor shipper. The transaction valued the created joint venture at approximately $863 million.
$169,000,000
Holland & Hart
Client: WPX Energy Production LLC
Type of Deal: Sale of oil and gas assets, San Juan Basin, Colorado and New Mexico
Team: Jan Harris, partner; Elizabeth Mitchell, partner; Adam Cohen, partner; Todd Criger, of counsel; Sarah Ritchey Haradon, associate
Other Parties: LOGOS Resources II
Other Firms: Andrews Kurth Kenyon LLP
Notes: Holland & Hart represented WPX Energy Production LLC, a subsidiary of WPX Energy Inc., in the sale of certain oil and gas assets in the San Juan Basin, including certain oil and gas leases, wells and gathering systems, to LOGOS Resources II, LLC.
$37,245,060
Kutak Rock
Client: STORE Capital Corporation
Type of Deal: Purchase and leaseback of four metal fabrication facilities in Missouri, Texas, Virginia and Washington.
Team: Kristine Poston, partner
$16,000,000
Hutchinson Black & Cook
Client: Advanced Oilfield Services LLC
Type of Deal: Refinancing
Team: Carla Sledge, partner; Brendan Chatham, partner
Other Parties: PNC Bank
Other Firms: Holland & Knight
$11,551,655
Kutak Rock
Client: STORE Capital Corporation
Type of Deal: Purchase and leaseback of four carwash facilities in Texas and Tennessee
Team: Kristine Poston, partner
$11,000,000
Jones & Keller
Client: Yuma Energy Inc.
Type of Deal: Public Offering
Team: Reid Godbolt, partner; Samuel Wing, partner; Adam Fogoros, partner; Kevin Brown, partner
Other Parties: Northland Capital Markets and Euro Pacific Capital
Other Firms: Faegre Baker Daniels
Notes: Secondary offering in difficult oil and gas price environment.
$10,115,941
Kutak Rock
Client: STORE Capital Corporation
Type of Deal: Purchase and leaseback of four car wash facilities located in Missouri and related construction financing
Team: Kristine Poston, partner
$5,300,000
Kutak Rock
Client: STORE Capital Corporation
Type of Deal: Purchase, leaseback and construction financing of daycare in Bulverde, Texas, and mortgage loan of one daycare in San Antonio, Texas.
Team: Kristine Poston, partner
$4,600,000
Kutak Rock
Client: STORE Capital Corporation
Type of Deal: Purchase and leaseback of land, construction financing and improvement loan of daycare in Newtown, Connecticut.
Team: Kristine Poston, partner
$3,400,000
Kutak Rock
Client: STORE Capital Corporation
Type of Deal: Purchase and leaseback of one swim school in Niles, Illinois.
Team: Kristine Poston, partner
$2,250,000
Kutak Rock
Client: STORE Capital Corporation
Type of Deal: Purchase and leaseback of one pet resort in Plano, Texas.
Team: Kristine Poston, partner
$2,202,844
Kutak Rock
Client: STORE Capital Corporation
Type of Deal: Purchase and leaseback of one building supply company in Austin, Texas
Team: Kristine Poston, partner
$1,044,400
Kutak Rock
Client: STORE Capital Corporation
Type of Deal: Purchase and leaseback of one daycare center in Villa Rica, Georgia
Team: Kristine Poston, partner
Confidential
Ballard Spahr
Client: Array BioPharma Inc.
Type of Deal: Exchange offer
Team: Carin Cutler, partner; Mehrnaz Jalali, associate; Saba Ashraf, partner; Patrick Gillard, partner; Jonathan Evans, paralegal; Katayun Jaffari, partner; Joanna Jiang, associate; Neil DiSpirito, of counsel; John Devine, of counsel.
Other Parties: Wells Fargo Bank, trustee of 2020 notes; The Bank of New York Mellon Company, trustee of 2024 Notes; American Stock Transfer and Trust Company, transfer agent
Other Firms: Latham & Watkins, counsel for the placement agent; Emmet Marvin, counsel for BNY Mellon; Thompson Hine, counsel for Wells Fargo
Notes: Array entered into separate, privately negotiated exchange agreements with a limited number of holders of its 3 percent Convertible Senior Notes due 2020 to exchange $126.06 million of the 2020 notes for a number of newly issued shares of its common stock determined based on the volume-weighted average trading price of its common stock on Nov. 17, 2017, and $126.06 million in aggregate principal amount of its newly issued 2.625 percent Convertible Senior Notes due 2024.
Confidential
Brownstein Hyatt Farber Schreck
Client: CCRM Management Company LLC
Type of Deal: Joint venture
Team: Michael King, shareholder
Notes: Brownstein represented Fertility Lab Sciences LLC in the formation of a new fertility laboratory joint venture and intellectual property licensing arrangement in Dallas-Fort Worth.
Confidential
Brownstein Hyatt Farber Schreck
Client: Encore Consumer Capital
Type of Deal: Investment
Team: Gino Maurelli, shareholder; Kinny Bagga, associate; Erik Jensen, shareholder
Other Parties: Veggie Noodle Co.
Other Firms: Kastner Huggins Reddien Gravelle
Notes: Brownstein represented Encore Consumer Capital in its investment in Veggie Noodle Co., an Austin, Texas-based food brand with distribution in more than 1,800 stores in around 40 states, including retailers such as Whole Foods, Kroger and Target.
Confidential
Davis Graham & Stubbs
Client: Terraza del Sol
Type of Deal: Affordable Housing Development
Team: Chris Kinsman, partner; Adam Chenell, of counsel
Other Parties: Mi Casa Resource Center
Notes: The City and County of Denver recognized Davis Graham & Stubbs’ client in the 2017 Mayor’s Design Awards in the category of Distinctive Denver with the development of Terraza del Sol. The development features 42 energy efficient apartments priced affordably to residents earning 30 percent to 60 percent of area median income, which is between $18,000 and $43,260 per year. The development also includes the new office for Mi Casa Resource Center. The matter closed in November 2017.
Confidential
Holland & Hart
Client: REC Solar
Type of Deal: Development contract
Team: Ashley Wald, partner; Brian Mumaugh, partner
Notes: Holland & Hart represented REC Solar in the negotiation of an EPC contract for a utility scale photovoltaic project in Oahu, Hawaii.
Confidential
Holland & Hart
Client: SunEnergy1
Type of Deal: Power purchase agreement
Team: Rochelle Rabeler, partner; Chris Boling, associate
Other Parties: Fifth Third Bank
Other Firms: KL Gates
Notes: Holland & Hart served as lead counsel to a solar project owner for a contract for differences (financial/virtual) power purchase agreement for the sale by Aulander Holloman Solar LLC, an affiliate of SunEnergy1 LLC to Fifth Third Bank of all of the energy output and RECs from the 80 MW Aulander Holloman solar project located in Hertford County, North Carolina.
Confidential
Holland & Hart
Client: SunEnergy1
Type of Deal: Energy Sale
Team: Rochelle Rabeler, partner; Chris Boling, associate
Other Parties: Digital Realty Trust LLC
Other Firms: K&L Gates
Notes: Holland & Hart represented SunEnergy1, as seller, in a renewable energy purchase agreement with Digital Realty, as buyer, to sell energy from a solar photovoltaic electrical generation facility in North Carolina.
Confidential
Koenig Oelsner Taylor Schoenfeld & Gaddis
Client: Blue Bottle Coffee
Type of Deal: Sale of a majority stake of equity
Team: Jon Taylor, partner; Jennifer Rosenthal, partner; Melissa Mellen, attorney
Other Parties: Nestlé
Notes: Koenig Oelsner Taylor Schoenfeld & Gaddis served as lead legal counsel to facilitate Blue Bottle Coffee’s sale of a majority stake of its equity to Nestlé. The international transaction closed at the end of October, and the KO team helped negotiate both the management and seller terms of this strategic acquisition. KO helped negotiate terms for management to retain approximately 30 percent of the business in the partnership with Nestlé. KO has represented Blue Bottle Coffee since 2011 on numerous financings, acquisitions and general corporate matters.