Big Deals Second Quarter

For this year’s second quarter, nearly 50 big deals were submitted to Law Week, where millions of dollars were won as part of some of Colorado’s biggest transactions were made in acquisitions, debt finance, dispositions and equity finance.

ACQUISITION

$2,680,000,000
SHERMAN & HOWARD
Client: General Communication Inc.
Team: Steve Miller, member; Jeff Kesselman, member; Mike Borchlewicz, member; Scott Pullara, member; Mike Dubetz, member; Kathy Odle, member; Jon Tandler, member; Diana Wendel, member; Bryce Wilson, associate, Cody Barela, associate
Other Parties: Liberty Interactive Corporation
Other Firms: Baker Botts

$51,500,000
DAVIS GRAHAM & STUBBS
Client: Confidential
Team: Lamont Larsen, partner; Chris Richardson, partner; Stacie Carter, associateOther Parties: Confidential

$30,000,000
HOGAN LOVELLS
Client: Uranium Resources Inc.Team: David Crandall, partner; Andrew McCormick, senior associate; Raj Balakrishnan, associate; Kathleen Lucas, associate
Other Parties: Cantor Fitzgerald & Co.
Other Firms: Cooley
Notes: Hogan Lovells helped the company take advantage of a narrow window of availability under Form S-3.

$21,000,000
Davis Graham & Stubbs
Client: Confidential
Team: Lamont Larsen, partner; Lori Taylor, associate
Other Parties: Confidential

$9,000,000
DAVIS GRAHAM & STUBBS
Client: Confidential
Team: Lamont Larsen, partner; Rob Mathes, partner; Lori Taylor, associate
Other Parties: Confidential

$5,750,000
DAVIS GRAHAM & STUBBS
Client: Confidential
Team: Lamont Larsen, partner; Brian Annes, associate; Daniel Franklin, associate
Other Parties: Confidential

Confidential
BROWNSTEIN HYATT FARBER SCHRECK
Client: The Bay Club Company
Team: Kristin Macdonald, shareholder; Nicole Ament, shareholder; Mark Oveson, shareholder; Thomas Livingston, associate; Scott McEachron, associate; Arthur Griffin, associate; Alexander Urban, associate; Judith Cloutier, paralegal; and Sara Mares, paralegal
Other Parties: 1334 Partners, LLP
Other Firms: Eisner Jaffe
Notes: Brownstein represented The Bay Club Company in its acquisition of the Manhattan Country Club, a swim and tennis club in Manhattan Beach, California.

Confidential
BROWNSTEIN HYATT FARBER SCHRECK
Client: NexusTek Holdings LLC
Team: Kevin Cudney, shareholder; Jay Spader, shareholder; Ryan Nichols, associate; Hunter Metcalf, associate; and Alex Urban, associate
Other Parties: CyberTrails LLC / Republic Financial Corporation
Other Firms: Moore & Van Allen (subordinated lender’s counsel), Husch Blackwell (senior lender’s counsel)
Notes: Brownstein represented NexusTek Holdings LLC, a portfolio company of Lightview Capital, and its wholly-owned subsidiary Nexus Technologies LLC, in the acquisition of all of the equity of CyberTrails LLC and for the related acquisition financing.

Confidential
BRYAN CAVE
Client: Excellere Partners
Team: Jason Werner, associate; Tyler Mark, associate; Bill Holland, partner; Jason Larkin, partner; Hannah Christian, associate; David Chen, associate; Katharine Finley, associate; Marilyn Fish, partner; Anthony George, partner; Anne Giacomini, paralegal; Tim Glasgow, partner; Jason Haislmaier, partner; William Holland, partner; Whitney Horrell, associate, (St. Louis); Rafael Mendez, associate; Anne Sharamitaro, associate, (St. Louis); Jennifer Stokes, partner, (St. Louis); Jennie Wynne, counsel, (St. Louis)
Other Parties: Consolidated Services Group
Other Firms: Halpern & Levy (seller’s counsel), Katten Muchin Rosenman (lender’s counsel)

Confidential
BRYAN CAVE
Client: Trihydro
Team: Chris Hazlitt
Other Parties: River City Engineering
Other Firms: Langley & Banack

Confidential
PERKINS COIE

Client: 3ESI Inc./Rubicon Technology Partners
Team: Nate Ford, partner; Kester Spindler, partner; Ryan Gurule, associate
Other Parties: Energy Navigator
Other Firms: Burstall Winger Zammit

Confidential
PERKINS COIE

Client: Bertram Capital/Trademark Global LLCTeam: Nate Ford, partner; Kelly Payne, associate; Elizabeth Dietz, associate
Other Parties: Home Complete Ltd. (Israel)
Other Firms: BFP & Co. (Israel)

Confidential
PERKINS COIE

Client: Special Committee of the Board of Directors of McEwen Mining Inc.
Team: Sonny Allison, partner; Ned Prusse, partner; Caitlin Barr, associate
Other Parties: Lexam VG Gold Inc.
Other Firms: Torys LLP; Bennett Jones
Notes: Represented the Special Committee of the Board of Directors of McEwen Mining in the acquisition of Lexam VG Gold.

Confidential
PERKINS COIE

Client: Wynnchurch Capital LLC
Team: Jim Cruger, partner; Andy Villier, partner; Teri Lindquist, partner; Megan Morrissey, counsel; Matthew Maltz, associate
Other Parties: Stampede Meat Inc.
Other Firms: Skadden Arps Slate Meagher & Flom

Confidential
PERKINS COIE

Client: Hawthorn Equity Partners
Team: Sonny Allison, partner; Pete Kinsella, partner; Caitlin Barr, associate; Kathryn Moore, associate
Other Parties: Hydrofarm LLC
Other Firms: Cooley
Notes: Represented Hawthorn Equity Partners in its leveraged buyout of new platform company Hydrofarm LLC.

Confidential
PERKINS COIE

Client: Priority Ambulance Holdings LLC
Team: Nate Ford, partner; Kester Spindler, partner; Brad Nicholson, associate; Kristy Koeltzow, paralegal
Other Parties: Puckett Emergency Medical Services LLC; EMS Fleet Services LLC; Puckett MedVan LLC
Other Firms: Moore Ingram Johnson & Steele

Confidential
PERKINS COIE

Client: Priority Ambulance Holdings LLC
Team: Nate Ford, partner; Andy Villier, partner; Brad Nicholson, associate; Kristy Koeltzow, paralegal
Other Parties: Medshore Ambulance Service LLC; Piedmont Shore Holdings Inc.; Greg L. Shore
Other Firms: Jones Law Firm

DEBT FINANCE

$1,450,000,000
GIBSON DUNN & CRUTCHER

Client: Williams Partners L.P.
Team: Robyn Zolman, partner; Bryan McCutcheon, associate; Meredith Ashlock, associate
Other Parties: Shearman & Sterling
Notes: Gibson Dunn represented Williams Partners in its SEC registered offering of $1.45 billion of 3.75 percent senior notes due 2027.

$750,000,000
GIBSON, DUNN & CRUTCHER

Client: Atmos Energy Corporation
Team: Robyn Zolman, partner; Jonathan Whalen, associate; Needhi Vasavada, associate
Other Firms: Shearman & Sterling
Notes: Gibson Dunn represented Atmos Energy in its SEC registered offering of $500 million of 3 percent senior notes due 2027 and $250 million of 4.125 percent senior notes due 2044.

$550,000,000
GIBSON, DUNN & CRUTCHER

Client: Zayo Group LLC
Team: Robyn Zolman, partner; Bryan McCutcheon, associate; Meredith Ashlock, associate
Other Firms: Shearman & Sterling
Notes: Gibson Dunn represented Zayo Group in its Rule 144A offering of $550 million of 5.75 percent senior notes due 2027.

$400,000,000
GIBSON, DUNN & CRUTCHER

Client: Spectra Energy Partners LP
Team: Robyn Zolman, partner; Branden Berns, associate; Meredith Ashlock, associate
Other Firms: Baker Botts
Notes: Gibson Dunn represented Spectra Energy Partners in its SEC registered offering of $400 million of fl oating rate senior notes due 2020.

$250,000,000
GIBSON, DUNN & CRUTCHER

Client: Northwest Pipeline LLC
Team: Robyn Zolman, partner; Bryan McCutcheon, associate; Meredith Ashlock, associate
Other Firms: Shearman & Sterling
Notes: Gibson Dunn represented Northwest Pipeline in its Rule 144A offering of $250 million of 4 percent senior notes due 2027.

$136,000,000
BALLARD SPAHR

Client: Color Spot Nurseries Inc. and Hines Growers Inc.
Team: John Ruppert, partner; Michele Rowland, partner; Alicia Clark, Counsel; Kerry O’Neill, associate; Caroline Marfitano, associate
Other Parties: Wells Fargo Bank, National Association
Other Firms: Pillsbury Winthrop Shaw Pittman, Winston & Strawn and Underwood Law Firm
Notes: Financing facilities

$125,000,000
ARNOLD & PORTER KAYE SCHOLER

Client: Resolute Energy Corporation
Team: Ron Levine, partner; Christopher Peterson, partner; Evan Leitch, associate; Tyler Conway, associate
Other Parties: BMO Capital Markets Corp.; Goldman Sachs & Co. LLC
Other Firms: Simpson Thacher & Bartlett

$38,401,553
KUTAK ROCK

Client: STORE Capital Corporation
Team: Kristine Poston, partner
Notes: Hybrid construction financing and purchase and leaseback of manufacturing and servicing facilities in Colorado.

$16,500,000
PERKINS COIE

Client: Gevo Inc.
Team: Jason Day, partner; Ned Prusse, partner; Kurt Neuman, partner
Other Parties: Whitebox Advisors LLC
Other Firms: Brown Rudnick

$12,500,000
BALLARD SPAHR

Client: Color Spot Nurseries Inc. and Hines Growers Inc.
Team: John Ruppert, partner; Michele Rowland, partner; Alicia Clark, Counsel; and Kerry O’Neill, associate
Other Parties: Wells Fargo Bank, National Association
Other Firms: Pillsbury Winthrop Shaw Pittman
Notes: Short term special purpose fi nancing facility

$2,805,000
KUTAK ROCK

Client: STORE Capital Corporation
Team: Kristine Poston, partner
Notes: Debt transaction secured by to-be-built mountain coaster in ski village area.

Confidential
BROWNSTEIN HYATT FARBER SCHRECK

Client: Multispecialty Physician Partners LLC
Team: Jay Spader, shareholder; Josh Rosenholtz, associate
Other Parties: JPMorgan Chase Bank
Other Firms: Bryan Cave
Notes: Brownstein represented Multispecialty Physician Partners LLC, in a revolving credit facility from JPMorgan Chase Bank.

DISPOSITION

$275,000,000
DAVIS GRAHAM & STUBBS

Client: Bill Barrett Corporation
Team: John Elofson, partner; Patricia Peterson, partner; Elizabeth Vonne, partner; Taylor Smith, associate; Nate Goergen, associate; Anna Minkinow, associate; Michael Snider, partner; Randy Dann, partner
Other Parties: Merrill Lynch (lead initial purchaser)

$4,365,000
BURNS FIGA & WILL

Client: Sixtieth LLC
Team: Matt Dillman, shareholder; Nicole Roberts, associate
Other Parties: ECHSA Building Corporation
Other Firms: Hatch Ray Olsen Conant

$4,135,131
KUTAK ROCK

Client: STORE Capital Corporation
Team: Kristine Poston, partner
Notes: Disposition of grocery store in Houghton, Michigan.

Confidential
BROWNSTEIN HYATT FARBER SCHRECK

Client: Bristlecone Realty Group LLC, d.b.a BMG Rentals, a Utah limited liability company; Avant Management Group LLC, an Idaho limited liability company
Team: Avi Loewenstein, associate; Michael Havlik, associate; and Tenley Oldak, shareholder
Other Parties: An affi liate of Home River Group, a portfolio company of TZP Group LLC
Other Firms: Greenberg Traurig
Notes: Brownstein represented BMG Rentals Property Management, a full service property management family of companies in Utah and Idaho, in its sale to an affiliate of Home River Group, a portfolio company of TZP Group.

Confidential
BROWNSTEIN HYATT FARBER SCHRECK

Client: Mountain High Tree Service Inc.
Team: Kevin Cudney, shareholder; Scott McEachron, associate
Other Parties: Nature’s Trees Inc.
Other Firms: Vedder Price
Notes: Brownstein represented Mountain High Tree Service Inc., in the sale of substantially all of its assets to Nature’s Trees Inc.

Confidential
BROWNSTEIN HYATT FARBER SCHRECK

Client: PAS Technologies Inc.
Team: Matthew Nyberg, shareholder; Avi Loewenstein, associate; Ryan Nichols, associate; Hunter Metcalf, associate
Other Parties: StandardAero Aviation
Other Firms: Skadden Arps Slate Meagher & Flom (counsel to purchaser); The Konkurrenz Group (HSR counsel to seller); Hoffman Crews Nies Waggener & Foster (benefits counsel to seller)
Notes: Brownstein represented PAS Technologies, a portfolio company of KRG Capital Partners, in its sale to StandardAero Aviation, a portfolio company of Veritas Capital.

Confidential
BROWNSTEIN HYATT FARBER SCHRECK

Client: RV Management Corp.
Team: Michael King, shareholder; Thomas Livingston, associate; Justin Hahn, associate; Kathleen Snow, associate; Jay Spader, shareholder; Joshua Rosenholtz, associate; Gregory Berger, shareholder; Andrew Elliott, shareholder; Nancy Strelau, shareholder; Tal Diamant, shareholder; Sharon Caulfield, shareholder; Ishra Solieman, Staff Attorney; Eric Burris, shareholder; Gina Tincher, associate; Hunter Metcalf, associate; and Alexander Urban, associate
Other Parties: DaVita Inc.
Other Firms: Konkurrenz Group, Raymond James
Notes: Brownstein represented RV Management Corp. and its subsidiary, Renal Ventures Management LLC, in the sale of 100 percent of the issued and outstanding equity interests of Renal Ventures Management LLC, to DaVita Inc. Renal Ventures Management LLC, owned and operated approximately 40 renal dialysis clinics in the states of Texas, Iowa, Pennsylvania, West Virginia and New Jersey. The sale included a full sale process run by Raymond James, comprehensive negotiations with DaVita Inc., a detailed antitrust review process before the Federal Trade Commission, the divestiture by DaVita Inc. of several clinics (including three acquired clinics), and the spin-off of the infusion and vascular lines of business post-closing.

Confidential
BROWNSTEIN HYATT FARBER SCHRECK

Client: Thanasi Foods LLC and BIGS LLC
Team: Gino Maurelli, shareholder; Andrew Elliott, shareholder; Ali Metzl, shareholder; Justin Hahn, associate
Other Parties: Conagra Brands Inc.
Other Firms: Jones Day
Notes: Brownstein represented the owners of Thanasi Foods, marketer of the Duke’s and BIGS snack brands, to Conagra Brands, one of North America’s leading branded food companies.

Confidential
BROWNSTEIN HYATT FARBER SCHRECK

Client: Volio Vino
Team: Avi Loewenstein, associate; Joshua Rosenholtz, associate; Tenley Oldak, shareholder; Andrew Elliott, shareholder; Arthur Griffn, associate
Other Parties: Baroness Small Estates Inc.
Other Firms: Taylor Feil Harper Lumsden & Hess
Notes: Brownstein represented Volio Vino, a Colorado wine distributor, in its sale to Baroness Small Estates, an affiliate of Kahn Ventures and Berkshire Hathaway.

Confidential
BRYAN CAVE

Client: FirstCity Crestone/Republic Elite
Team: Sean Odendahl, partner; Bill Holland, partner; Jason Werner, associate; Gerard Deffenbaugh, associate; Bryan Keyt, partner (Chicago); Ivan London, associate; Tim Glasgow, partner; Anne Giacomini, paralegal; Anthony George, partner; Jen Stokes, partner (St. Louis); Jim Kearns, partner (St. Louis); Heather Boelens, partner
Other Parties: LDC Stone, which is backed by White Oak
Other Firms: Stradley Ronon Stevens & Young (buyer’s counsel)

Confidential
BRYAN CAVE

Client: HydroBio
Team: Mark Weakley, partner; Stefani Thomas, associate (Irvine, California); Frank Crisafi , partner (Atlanta); Stephen Benyi, associate (Phoenix); Serena Yee, counsel (St. Louis), Anthony George, partner; Chris Hazlitt, partner; Jason Haislmaier, partner
Other Parties: The Climate Corporation, subsidiary of Monsanto Company

Confidential
PERKINS COIE

Client: Northern Agri Holdings LLC
Team: Nate Ford, partner; Andy Villier, partner; Ryan Gurule, associate
Other Parties: Ridley USA Inc.(Alltech Inc.)

EQUITY FINANCE

$19,800,000
DAVIS GRAHAM & STUBBS

Client: Royal Hawaiian Orchards, L.P.
Team: Wanda Abel, partner; Larry Nemirow, special tax counsel; Peter Rose, of counsel; Anna Minkinow, associate; Edward Shaoul, associate

$19,654,000
DAVIS GRAHAM & STUBBS

Client: Royal Hawaiian Orchards, L.P.
Team: Wanda Abel, partner; Anna Minkinow, associate; Edward Shaoul, associate
Other Parties: SEC
Notes: Publicly registered rights offering of units of limited partnership interests. The company is a master limited partnership, which makes its disclosure and issues much different from the typical public company.

OTHER DEALS

$21,783,683
KUTAK ROCK

Client: STORE Capital Corporation
Team: Kristine Poston, partner
Notes: Purchase and leaseback of nine construction equipment dealerships located throughout Texas and Florida.

$19,280,000
KUTAK ROCK

Client: STORE Capital Corporation
Team: Kristine Poston, partner
Notes: Purchase and leaseback of four dermatology facilities located in Illinois.

$7,500,000
KUTAK ROCK

Client: STORE Capital Corporation
Team: Kristine Poston, partner
Notes: Purchase and leaseback of two early education schools in Alabama.

$4,200,000
KUTAK ROCK

Client: STORE Capital Corporation
Team: Kristine Poston, partner
Notes: Purchase and leaseback of a manufacturing facility in Elk Groves Village, Illinois.

$2,000,000
KUTAK ROCK

Client: STORE Capital Corporation
Team: Kristine Poston, partner
Notes: Purchase and leaseback of a swim school facility in St. Paul, Minnesota.

$1,721,363
KUTAK ROCK

Client: STORE Capital Corporation
Team: Kristine Poston, partner
Notes: Purchase and leaseback of a restaurant in Boise, Idaho.