Firms reported 29 big deals to Law Week in our Q1 2023 survey, outstripping the number of deals reported in the final quarter of 2022.
Last year, firms reported 38 deals to Law Week in Q1. Overall, fewer deals were reported in 2022 compared to previous years as global markets prepared for an anticipated recession.
In 2022, global market growth was initially predicted to be around 4%, but economists lowered their forecasts due to various disruptions, including the Russia-Ukraine war, continued supply chain issues and general labor shortages in addition to complications related to high inflation. Overall, the year ended at around 3.4%. And in 2023 economists have lowered their projections to around 2.9%. Economists have noted they anticipate an increase in 2024 to 3.1% market growth globally.
The following deals were submitted to Law Week by the firms who worked on them. Deal notes and details were edited for clarity, length and style.
Acquisitions
$1,275,000,000
Hogan Lovells
Client: Beijer Ref
Team: Mark Kurtenbach (lead), partner; Russell Hedman (lead), partner; Christopher Weigand, partner; Christiana Fell, associate; Hanna Wynn, associate
Notes: Attorneys with global law firm Hogan Lovells’ Denver office advised Beijer Ref AB, a publicly traded Swedish company and one of the largest heating, ventilation, air conditioning and refrigeration distributors in the world, in its first U.S. acquisition transaction. The company agreed to acquire Heritage Distribution Holdings from Gryphon Investors for $1.275 billion on a cash and debt free basis (approximately SEK13 billion). Heritage Distribution, headquartered in Atlanta has roughly 800 employees in 10 states and is a distribution company for HVACR equipment, parts and supplies. The acquisition will be Beijer Ref’s entry into the North American market.
CONFIDENTIAL
Holland & Hart
Client: BASE Education
Team: Mike Dill, partner; Byron Crowe, partner; Kenyon Redfoot, associate; Lindsay Silber, partner; Peter Perla, partner; Jeremy Merkelson, partner; Nate Runyan, partner; Catherine Miller, of counsel; Benjamin Gibbons, of counsel; Hao Wang, of counsel; Trent Timmons, associate
Other parties: 7 Mindsets represented by Ropes & Gray LLP
Notes: Holland & Hart represented BASE Education, a student social-emotional learning and mental health platform developed by licensed professional counselors, in its sale to 7 Mindsets, a company that specializes in PreK-12 mindsets-based learning and well-being solutions. This acquisition expands and enhances 7 Mindsets’ suite of social-emotional well-being offerings for students, educators and families. BASE Education offers 7 Mindsets the opportunity to provide a multi-tiered system of supports, from whole-class social-emotional learning to more targeted customized interventions for students with individualized behavioral and mental health needs.
CONFIDENTIAL
Holland & Hart
Client: Genesis Coin Inc.
Team: Mike Dill, partner; Josh Allgeier, associate; Peter Perla, partner; Lindsay Silber, partner; Jeremy Merkelson, partner; Benjamin Gibbons, of counsel; Ashley Kennedy, associate; Michael O’Leary, of counsel
Other parties: LooksRare LLC, Magic Number 3 Investments LLC and Doug Carrillo and Andrew Barnard, both individual residents of Florida, represented by Lalchandani Simon PL
Notes: Holland & Hart represented Genesis, the first Bitcoin ATM software platform worldwide, in its acquisition by Bitstop founders Andrew Barnard and Doug Carrillo.
CONFIDENTIAL
Holland & Hart
Client: Optiv
Team: Chris Balch, partner; James Crowe, partner; Nate Davis, of counsel; Matthew Montoya, associate; Marika Rietsema Ball, associate; Aisha May, associate
Other parties: ClearShark represented by IzenbergLaw PLLC, Fontana Law Group and PilieroMazza PLLC
Notes: Holland & Hart represented longtime client Optiv, a cybersecurity advisory and solutions company, in its acquisition of ClearShark, L.L.C. and ClearShark Services, Inc., an advisor and reseller of cybersecurity and modernization technology to the U.S. federal government. Holland & Hart has advised Optiv on numerous strategic acquisitions over the past seven years, including the acquisition of The Decision Lab, another cybersecurity advisor that helped government agencies navigate security issues and solve unique big data challenges. The transaction more than doubles the size of Optiv’s federal business, allowing Optiv to scale its public sector focus.
$15,240,000
Sherman & Howard
Client: DP Ute Avenue LLC
Team: Joe Krabacher, member; Diana Godwin Ettlinger, member
Other parties: 1271 S. Ute Avenue LLC
Notes: 1031 Exchange Acquisition.
CONFIDENTIAL
Fortis Law Partners LLC
Client: Confidential
Team: Andrew Comer, attorney/partner; Julian Izbiky, attorney/partner; Dustin Rickett, attorney
Other parties: Confidential party represented by Tony King at Anthony A King Law
Notes: Fortis represented a private equity group in its purchase of a large manufacturing company.
CONFIDENTIAL
Perkins Coie LLP
Client: Trimble Inc.
Team: Elizabeth Dietz, counsel; Sean Wagnon, associate; Peter Kinsella, partner; Sean Belding, associate; Jennifer Huseby, associate; John Schoppert, associate
Other parties: Ryvit
Notes: Perkins Coie represented Trimble in the acquisition of Ryvit, an integration platform as a service provider for the construction industry.
CONFIDENTIAL
Perkins Coie LLP
Client: Rockwood Equity Partners
Team: Anna Peckjian, associate; Dana Svendsen, senior counsel; Megan Morrissey, partner; Teri Lindquist, partner
Other parties: NG Companies LLC
Notes: Perkins Coie represented Rockwood Equity Partners in acquiring NG Companies LLC.
CONFIDENTIAL
Perkins Coie LLP
Client: Copley Equity Partners LLC
Team: Jessica Batzell, partner; Katherine Joseph, associate
Other parties: Triton Environmental Consultants Ltd. represented by Dentons
Notes: Perkins Coie represented Copley Equity Partners in acquiring Triton Environmental Consultants.
Dispositions
$1,550,000,000 (cash and stock)
Boigon Law, Ltd.
Client: Non-operators
Team: Howard Boigon, member
Other parties: Buyer was Diamondback Energy and the sellers were Lario Permian LLC and owners of non-operating working interests. Kirkland & Ellis LLP represented the buyer, Vinson & Elkins LLP represented Lario and the other sellers and Boigon Law, Ltd. represented the non-operating working interest owners.
Notes: Divestment of producing oil and gas properties and associated assets in northern Midland Basin in Texas.
CONFIDENTIAL
Linden Law Partners, LLC
Client: Warning Lites, Inc. of Colorado
Team: Pat Linden, partner; Alison Kinnear, special counsel; Miles Williams, associate
Other parties: AWP, Inc. doing business as AWP Safety represented by Krugliak, Wilkins, Griffiths & Dougherty Co., L.P.A.
Notes: Linden Law Partners, LLC represented Warning Lites, Inc. of Colorado and its 50-year family ownership team in their sale to AWP Safety, a portfolio company of Kohlberg & Company private equity firm. Warning Lites is a full-service traffic control and equipment rental provider operating throughout Colorado. AWP Safety is North America’s largest traffic control safety services provider.
CONFIDENTIAL
Linden Law Partners, LLC
Client: Tribologix, Inc.
Team: Pat Linden, partner; Alison Kinnear, special counsel
Other parties: AIM MRO Holdings, LLC represented by Akerman LLP
Notes: Linden Law Partners, LLC represented Golden, Colorado-based Tribologix, Inc. in its acquisition by AIM MRO Holdings, LLC. Tribologix is a provider of engineered surface coatings solutions which reduce friction and wear in extreme environments. AIM MRO, a portfolio company of private equity firm AE Industrial Partners, LP, is a manufacturer and supply chain manager of engineered repair products for the aerospace aftermarket.
$8,725,000
Moye White LLP
Client: Confidential
Team: Matt Dillman, partner; Georginne Dudash, partner
Other parties: Confidential
Notes: Moye White represented the seller of a commercial property in Colorado Springs, Colorado.
CONFIDENTIAL
Perkins Coie LLP
Client: Ecoserv Holdings, LLC
Team: Nate Ford, partner; Elizabeth Dietz, counsel; Peter Kinsella, partner; Nic Schmidt, associate; John Schoppert, associate
Other parties: Brown Gibbons Lang & Company LLC was the investment banker. The company was acquired by CoLaTenTex, LLC. Holland & Knight’s Nashville office represented the buyer.
Notes: Perkins Coie represented Ecoserv, a portfolio company of Lariat Partners, based in Abbeville, Louisiana, in connection with the sale of Ecoserv to private equity sponsor CoLaTenTex, LLC.
Equity finance
$1,000,000,000
Gibson, Dunn & Crutcher LLP
Client: Atmos Energy
Team: Robyn Zolman, partner; Sarah Ediger, associate
Other parties: BNP Paribas Securities Corp., BofA Securities, Inc., CIBC World Markets Corp., Credit Agricole Securities (USA) Inc., Fifth Third Securities, Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC, MUFG Securities Americas Inc., Regions Securities LLC, TD Securities (USA) LLC, Truist Securities, Inc. and Wells Fargo Securities, LLC. Some of Wells Fargo Securities’ affiliates acted as sales agents and forward purchasers. The sales agents were represented by Shearman & Sterling LLP.
Notes: Gibson Dunn represented Atmos with a $1 billion U.S. Securities and Exchange Commission registered at the market offering with respect to $1 billion of its shares of common stock.
$3,800,000
Holland & Hart
Client: Choice Market
Team: Mike Dill, partner; Leah Neumann, associate; Zak Metzger, associate
Notes: Holland & Hart represented convenience store chain Choice Market in its conversion to a Delaware corporation and in its $3.8 million Series A financing round. The initial closing for the financing was held in November 2022, with subsequent closings in December 2022 and February 2023. The proceeds from the financing were used for general corporate purposes.
$23,000,000
Holland & Hart
Client: The XCJ Corp.
Team: Chuck Cotter, partner; Paige Coriden, of counsel; Aisha May, associate; Peter Perla, partner; Candace Alai, venture analyst; Lori Argall, paralegal
Other parties: Imaginary Venture Capital Partners II, L.P.; Stripes VI XCJ Aggregator, LP; and Imaginary Venture Capital Partners III Growth, L.P. represented by Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, LLP and Cooley LLP
Notes: Holland & Hart represented The XCJ Corp. doing business as MìLà, an online direct-to-consumer Chinese Street Food company, in its $23 million Series A financing round. This round was led by investors Stripes and Imaginary Ventures and included additional investors. Holland & Hart also represented The XCJ Corp. in its $10 million Series Seed financing round which closed in January 2022.
$20,000,000
Perkins Coie LLP
Client: Knightscope, Inc.
Team: Ned Prusse, partner; Jonathan Schulman, partner
Other parties: H.C. Wainwright & Co. represented by Ellenoff Grossman & Schole LLP
Notes: Perkins Coie represented Knightscope in an at-market-offering program for sale of its Class A common stock.
$6,000,000
Koenig, Oelsner, Taylor, Schoenfeld & Gaddis PC
Client: Wave Life, Inc.
Team: Jennifer Rosenthal, partner; Samantha Pjesky, attorney
Other parties: The round was led by Santé Ventures with participation from Hannah Grey, Joyance Capital, Gaingels and Telosity Ventures.
Notes: KO client Wave Life, a science-backed mental health platform aimed at supporting Gen Z, recently announced it closed on a $6 million seed investment. Wave Life will use the funding to refine its product offering and expand further into the employer space. This deal closed in September 2022.
$26,000,000
Koenig, Oelsner, Taylor, Schoenfeld & Gaddis PC
Client: Strata Identity
Team: Kevin Gibson, partner; Jon Taylor, partner; Elizabeth Ho, attorney
Other parties: The round was led by Telstra Ventures with participation from existing investors Menlo Ventures, Forgepoint Capital and others.
Notes: KO client Strata Identity, a distributed multi-cloud identity orchestration company, recently announced it closed on a $26 million Series B. Strata Identity enables businesses to adopt cloud-based identity authentication solutions without having to rewrite code. The funding will be used to expand Strata’s sales, marketing, go-to-market and customer success initiatives.
Debt finance
$1,500,000,000
Gibson, Dunn & Crutcher LLP
Client: The Williams Companies, Inc.
Team: Robyn Zolman, partner; Nicholas Linke, associate; Sarah Ediger, associate
Other parties: The underwriters included Deutsche Bank Securities, J.P. Morgan, Mizuho, Morgan Stanley, Barclays, SMBC Nikko, Truist Securities, U.S. Bancorp and Wells Fargo Securities. The underwriters were represented by Weil, Gotshal & Manges LLP.
Notes: Gibson Dunn represented Williams with a $1.5 billion offering of two tranches of SEC registered senior notes.
$250,000,000
Gibson, Dunn & Crutcher LLP
Client: Viavi Solutions Inc.
Team: Ed Batts, partner; Robyn Zolman, partner; Nicholas Linke, associate; Jordan Holsinger, associate
Other parties: Confidential
Notes: Gibson Dunn represented Viavi with the issuance of $250 million of convertible senior notes pursuant to privately negotiated agreements with certain holders of its existing notes and new investors.
Other
CONFIDENTIAL
Sherman & Howard
Client: TBMK Operations
Team: Bill Peffer, member; Vince Luparell, associate
Other parties: Destination Pet, LLC represented by in-house counsel
CONFIDENTIAL
Sherman & Howard
Client: Chisholm Creek Pet Resort, Inc.
Team: Bill Peffer, member; Vince Luparell, associate
Other parties: Village Pet Care, LLC represented by Spencer Fane LLP
$3,600,000
Sherman & Howard
Client: 242 Crystal LLC
Team: Joe Krabacher, member
Other parties: Norman Harris and Mary Harris
CONFIDENTIAL
Sherman & Howard
Client: Rochester Canine Campus, Inc.
Team: Bill Peffer, member; Ryan Christ, member; Jackie Benson, member; Vince Luparell, associate
Other parties: Village Pet Care, LLC represented by Spencer Fane LLP
$45,000,000
Sherman & Howard
Client: Believer Meats
Team: Tom Lindberg, member
Other parties: GEA Systems North America LLC and GEA Mechanical Equipment US Inc. represented by in-house counsel
Notes: Plant equipment purchase and supply agreement.
$11,000,000
Sherman & Howard
Client: 635 Bleeker Street LLC
Team: Joe Krabacher, member; Diana Ettlinger, member
Other parties: Bean & Bear Trust
Notes: Real Estate purchase.
CONFIDENTIAL
Sherman & Howard
Client: BluSky Holdco, LLC
Team: Bill Peffer, member; Vince Luparell, associate; Alex Thomas, associate
Other parties: Adrenaline Restoration Services, Inc. represented by Trevin Workman
$24,000,000
Sherman & Howard
Client: Confidential
Team: Joe Krabacher, member; Diana Ettlinger, member
Other parties: Jacob Leschly and The Piedmont Bank represented by Joseph Edwards III at Klein Coté Edward & Citron and Michael Hay at Andersen Tate & Carr PC