Sixty-four deals were reported to Law Week for the first quarter of 2021, with several national deals and multipart deals, showing a busy beginning of the year for M&A attorneys.
Acquisition
$210,000,000
Jones & Keller
Client: Earthstone Energy, Inc.
Team: Reid Godbolt, shareholder; Samuel Wing, shareholder; Adam Fogoros, shareholder
Other Parties: Independence Resources Management, LLC
Other Firms: Latham & Watkins
$58,000,000
Davis Graham & Stubbs
Client: Confidential
Team: Lamont Larsen, partner; Kristin Lentz, partner; Brian Boonstra, partner; Patricia Peterson, senior of counsel; Brian Annes, associate; Katie Roux, associate; Hayden Weaver, associate; Jennifer Williams, staff attorney; Stephanie Morr, staff attorney
Other Parties: Confidential
Notes: DGS represented the buyer in its acquisition and financing of oil and gas properties in 10 states, with the majority of the value concentrated in Texas.
$47,000,000
Davis Graham & Stubbs
Client: Gondola Resources, LLC
Team: Sam Niebrugge, partner; Jeff Brandel, partner, Taylor Smith, partner; Brian Annes, associate; Jennifer Williams, staff attorney
Other Parties: SandRidge Energy
Notes: DGS represented the buyer in its acquisition of SandRidge Energy’s operations in North Park.
$8,670,000
Berg Hill Greenleaf Ruscitti
Client: Genesis Research, LLC
Team: Jared Crain, partner; Kathleen Lucas, associate
Other Parties: Evid Science, Inc.
£3,150,761
Berg Hill Greenleaf Ruscitti
Client: Genesis Research, LLC
Team: Jared Crain, partner; Kathleen Lucas, associate
Other Parties: Sirus Market Access Limited
Confidential
Perkins Coie
Client: Medicine Man Technologies (dba Schwazze)
Team: Kester Spindler, partner; Anthony Zurcher, associate
Other Parties: Star Buds
Other Firms: Dorsey & Whitney
Notes: Perkins Coie represented Schwazze, fka Medicine Man Technologies, in the acquisition of 13 Star Buds cannabis dispensaries in Colorado.
Confidential
Hogan Lovells
Client: Roku, Inc.
Team: Matthew Eisler, partner (Denver and New York); Sheri Jeffrey, partner (Los Angeles); Niki Tuttle, senior counsel; Annie Kang, senior associate (Los Angeles); Samantha Leigh Seiden, associate (Los Angeles); Mark Weinstein, partner (New York); David London, partner; Christian Kerr, associate; Mike DeLarco, partner (New York); Carin Carithers, partner (Washington, D.C.); Maria Benvenuto, associate (New York); Scott Loughlin, partner (Washington, D.C.); Mohammad Amer, senior associate (Washington, D.C.); Lea Ann Fowler, partner; Ted Brown, senior associate; Scott Reisch, partner; Marta Orpiszewska, senior associate; Julie Roach, attorney (Los Angeles); Clay James, partner; Lisa Dong, senior associate; Rachael Collins, associate
Other Parties: Quibi Holdings, LLC
Other Firms: Cravath Swaine & Moore
Notes: Hogan Lovells advised Roku, Inc., on its acquisition of exclusive global distribution rights to Quibi’s shows. The Roku Channel in Q4 2020 reached U.S. households with an estimated 61.8 million people. Following an internal restructuring by Quibi, Roku acquired Quibi Holdings, LLC, the company that holds all of Quibi’s content distribution rights. Financial terms of the transaction were not disclosed.
Confidential
Hogan Lovells
Client: Roku, Inc.
Team: Matthew Eisler, partner (Denver and New York); Mark Weinstein, partner (New York); Sheri Jeffrey, partner (Los Angeles); David London, partner; Annie Kang, senior associate (New York); Samantha Seiden, associate (Los Angeles); William Nunn, associate; Christiana Zgourides, associate; Christian Kerr, associate; Michael DeLarco, partner (New York); Maria Benvenuto, associate (New York); Carin Carithers, partner (Washington, D.C.); Nirupa Persaud, associate (New York); Russell Hedman, partner; Jay Dougherty, senior counsel (Los Angeles); Niki Frangos Tuttle, senior counsel; Lea Ann Fowler, partner; Ted Brown, senior associate
Other Parties: TOH Intermediate Holdings LLC
Other Firms: Greenberg Traurig
Notes: Hogan Lovells advised Roku, Inc., on its acquisition of TOH Intermediate Holdings LLC, owner of “This Old House." Roku’s acquisition of the “This Old House” business is inclusive of its global distribution rights and all of its subsidiary brands, including the “This Old House” and “Ask This Old House” TV programs, the show libraries, all digital assets and the television production studio.
Confidential
Holland & Hart
Client: Destination Pet, LLC
Team: Gabe Hamilton, partner; Claire Rosston, partner; Fritz Battcher, partner; Steven Clayton, of counsel; Linda Concannon, paralegal; Timothy Crisp, partner; Craig Dammeier, associate; Diane McDermaid, paralegal; Bret Huffaker, associate; Arthur Hundhausen, partner; Jennifer Huntsman, of counsel; Emily Klick, associate; A.J. Martinez, associate; Kevin Murray, partner; Colin Oldberg, associate; Maureen Stringham, law clerk; Hilary Vaughn, of counsel; Matthew Wirthlin, partner
Other Parties: Douglas K. Wyler, D.V.M.; MaryLisa Rapa; Lori Zimmerman; LIC Doghouse, Ronny Beyer
Other Firms: Goldman Kramer; Paris Ackerman
Notes: Holland & Hart represented Destination Pet in its acquisition of six facilities. These acquisitions are part of a series of acquisitions by Destination Pet to consolidate ownership of veterinary hospitals and pet care facilities for boarding, day care, grooming and other pet care services. Holland & Hart represents Destination Pet in all of its acquisitions in the U.S. These acquisitions had multiple closing dates during Q1 2021.
Confidential
Holland & Knight
Client: PacWest Bancorp and Pacific Western Bank
Team: Shawn Turner, partner; Kendall Wilson, associate; Leah Messler, associate
Other Parties: Civic Ventures, LLC
Notes: Holland & Knight represented PacWest Bancorp and Pacific Western Bank in acquisition of Civic Ventures, LLC.
Confidential
Perkins Coie
Client: Bertram Capital
Team: Nate Ford, partner; Kester Spindler, partner; Cassandra Elrod, associate
Other Parties: Bulk Reef Supply
Other Firms: Lathrop GPM
Notes: Perkins Coie represented Bertram Capital in its investment in Bulk Reef Supply.
Confidential
Perkins Coie
Client: Copley Equity Partners, LLC
Team: Nate Ford, partner; Jessica Batzell, partner; Elizabeth Dietz, associate; Kelly Payne, counsel; Kaycie Rupp, associate; Thomas Murphy, associate
Other Parties: Magna IV Engineering
Notes: Perkins Coie was involved in the acquisition by Copley of Magna IV, a Canadian-based electrical engineering firm, as the initial transaction for a roll-up strategy.
Confidential
Perkins Coie
Client: Rubicon Technology Management
Team: Nate Ford, partner; Kester Spindler, partner; Danielle Fortier, partner
Other Parties: BrandMaker GmbH
Notes: Perkins Coie represented Rubicon Technology Management in the acquisition of equity securities of German marketing software developer BrandMaker GmbH.
Confidential
Perkins Coie
Client: Rubicon Technology Management, LLC
Team: Nate Ford, partner; Kester Spindler, partner; Tim Fete, partner; Tessa Bell, associate
Other Parties: Vision Government Solutions, Inc.
Other Firms: Morgan Lewis & Bockius
Notes: Perkins Coie represented Rubicon Technology Management in the acquisition of Vision Government Solutions, Inc.
Confidential
Perkins Coie
Client: West Dermatology, LLC
Team: Andrew Villier, partner; Anthony Zurcher, associate
Other Parties: Southern California Dermatology, Inc.
Notes: West Dermatology, through a subsidiary entity, acquired the assets of Southern California Dermatology, Inc., as sold by owners Jonathan Baron and Trevor Muirhead.
Confidential
Perkins Coie
Client: Peloton Capital Management
Team: Sonny Allison, partner; Jessica Batzell, partner
Other Parties: Ontario Teachers' Pension Plan Board
Other Firms: Torys
Notes: Perkins Coie represented Peloton Capital Management in connection with its acquisition of the proxy advisory firm Glass Lewis & Co.
Debt Finance
$2,200,000,000
Gibson Dunn & Crutcher
Client: Atmos Energy Corporation
Team: Robyn Zolman, partner; Meredith Ashlock, associate; Nick Linke, associate; Sarah Ediger, associate
Other Parties: Shearman & Sterling
Other Firms: Shearman & Sterling
Notes: Gibson Dunn represented Atmos in connection with a $2.2 billion registered offering of fixed and floating rate senior notes.
$900,000,000
Gibson Dunn & Crutcher
Client: The Williams Companies, Inc.
Team: Robyn Zolman, partner; Meredith Ashlock, associate; Nick Linke, associate
Other Parties: Shearman & Sterling
Other Firms: Shearman & Sterling
Notes: Gibson Dunn represented Williams in connection with a $900 million registered offering of senior notes.
$350,000,000
Perkins Coie
Client: Crocs, Inc.
Team: Jason Day, partner; Ned Prusse, partner; Jonathan Schulman, counsel
Other Parties: Citigroup Global Markets Inc.; BofA Securities, Inc.; Morgan Stanley & Co. LLC; PNC Capital Markets LLC; KeyBanc Capital Markets Inc.; HSBC Securities (USA) Inc.; U.S. Bancorp Investments, Inc.
Other Firms: Davis Polk
Notes: Perkins Coie represented Crocs Inc., in connection with a Rule 144A / Regulation S offering of $350 million aggregate principal amount of its 4.250% senior notes due 2029.
$340,000,000
Hogan Lovells
Client: Regional Transportation District
Team: Helen Atkeson, partner; Jordan Chase, counsel
Other Parties: The Bank of New York Mellon Trust Company, N.A., (Trustee); Denver Transit Partners, LLC (Company); BoA Securities, Inc. (Trustee)
Other Firms: Butler Snow
Notes: Hogan Lovells served as disclosure counsel to the Regional Transportation District in Colorado, advising on the issuance of $340 million of Tax-Exempt Non-AMT Private Activity Bonds and Taxable Private Activity Bonds (Denver Transit Partners Eagle P3 Project) to refinance its outstanding Series 2010 bonds.
$60,000,000
Holland & Knight
Client: Brean Capital
Team: Shawn Turner, partner; Stephen Haas, partner; Amelia Occhino, associate
Other Parties: MSP SPB I, LLC
Notes: Holland & Knight represented Brean Capital as placement agent in a $60 million private placement offering of senior secured notes by MBS SPV I, LLC.
$50,000,000
Holland & Knight
Client: Raymond James
Team: Shawn Turner, partner; Jeff Haas, partner; Amelia Occhino, associate
Other Parties: FS Bancorp, Inc.
Notes: Holland & Knight represented Raymond James as placement agent in a $50 million subordinated debt offering by FS Bancorp, Inc.
$25,000,000
Holland & Knight
Client: Brean Capital
Team: Shawn Turner, partner; Jeff Haas, partner; Amelia Occhino, associate
Other Parties: Alliance Funding Group
Notes: Holland & Knight represented Brean Capital as placement agent in $25 million private placement offering of senior unsecured notes by Alliance Funding Group.
$6,500,000
Holland & Knight
Client: Boenning & Scattergood
Team: Shawn Turner, partner; Jeff Haas, partner; Amelia Occhino, associate
Other Parties: GBank Financial Holdings Inc.
Notes: Holland & Knight represented Boenning & Scattergood as placement agent in a $6.5 million subordinated debt offering by GBank Financial Holdings Inc.
Disposition
$1,000,000,000+
Hogan Lovells
Client: Partners Group
Team: Scott Campbell, counsel; Ted Brown, senior associate; Lewis Turner, associate
Notes: Hogan Lovells advised global private markets firm Partners Group in the sale of a large-scale portfolio of U.S. industrial properties on behalf of its clients, at a gross asset value of more than $1 billion.
$4,600,000
Moye White
Client: The Bedrock Group
Team: Matt Dillman, partner; Georginne Dudash, associate
Other Parties: Spectrum Balboa, LLC; LBA Fund IV, LLC; Trig Investments I, LLC
Other Firms: Seyfarth Shaw
Notes: Moye White represented the seller of a flex property in Englewood.
Confidential
Perkins Coie
Client: Wondery
Team: Jeff Beuche, partner; Jessica Batzell, partner; Danielle Fortier, partner; Kaycie Rupp, associate; Rachel Shapiro, associate
Other Parties: Amazon
Notes: Perkins Coie represented Wondery in its acquisition by Amazon.
Confidential
Perkins Coie
Client: Endeavour Capital, Equality Health
Team: Nate Ford, partner
Other Parties: General Atlantic
Notes: Perkins Coie represented Equality Health and Endeavour Capital in General Atlantic's strategic investment in Equality Health.
Confidential
Perkins Coie
Client: Enhanced Healthcare Partners, Medtest Holdings, Inc.
Team: Nate Ford, partner; Andy Villier, partner; Tim Fete, partner; Rachel Shapiro, associate
Other Parties: Horiba
Notes: Perkins Coie represented Enhanced Healthcare Partners and Medtest Holdings, Inc. in the sale of MedTest DX to Horiba.
Confidential
Perkins Coie
Client: Maverick Therapeutics
Team: Jeff Beuche, partner; Jason Day, partner; Danielle Fortier, partner; Rachel Shapiro, associate; Bekki Emerson, associate
Other Parties: Takeda Pharmaceutical Company Limited
Notes: Perkins Coie represented Maverick Therapeutics in its acquisition by Takeda Pharmaceutical Company.
Equity Finance
$460,000,000
Perkins Coie
Client: Jefferies LLC, BofA Securities, Inc., SVB Leerink LLC, Barclays Capital Inc., Wells Fargo Securities, LLC, Cantor Fitzgerald & Co., Oppenheimer & Co. Inc.
Team: Ned Prusse, partner; Jonathan Schulman, counsel, Chris Wassman, associate
Other Parties: Fate Therapeutics, Inc.
Other Firms: Goodwin Procter
Notes: Perkins Coie represented underwriters in the $460 million registered common stock (and common stock equivalents) offering of Fate Thereapeutics, Inc.
$350,000,000
Perkins Coie
Client: Gevo, Inc.
Team: Jason Day, partner; Ned Prusse, partner; Jonathan Schulman, counsel; Chris Wassman, associate
Other Parties: H.C. Wainwright & Co.
Other Firms: Ellenoff Grossman & Schole
Notes: Perkins Coie represented Gevo, Inc., in connection with a $350 million registered direct offering of common stock.
$200,000,000.00
Gibson Dunn & Crutcher
Client: Heska Corporation
Team: Robyn Zolman, partner; Bryan McCutcheon, associate; Meredith Ashlock, associate; Nick Linke, associate; Sarah Ediger, associate
Other Firms: Davis Polk & Wardwell
Notes: Gibson Dunn represented Heska in connection with a $200 million registered offering of common stock
$70,000,000
Jones & Keller
Client: Midwest Holding
Team: Reid Godbolt, shareholder; Sam Wing, shareholder; David Thayer, shareholder; Brad Hamilton, shareholder
Other Parties: Piper Sandler, bookrunner; JMP Securities, co-manager
Other Firms: Mayer Brown
Notes: Jones & Keller represented a client in a registered public offering of common stock
$57,000,000
Gibson Dunn & Crutcher
Client: ViewRay, Inc.
Team: Robyn Zolman, partner; Bryan McCutcheon, associate; Nick Linke, associate; Sarah Ediger, associate
Other Firms: Cooley
Notes: Gibson Dunn represented ViewRay in connection with a $57 million registered offering of common stock
$23,000,000
Perkins Coie
Client: Ideal Power, Inc.
Team: Ned Prusse, partner; Jonathan Schulman, counsel; Chris Wassman, associate
Other Parties: The Benchmark Company
Other Firms: Sheppard Mullin Richter & Hampton
Notes: Perkins Coie represented Ideal Power, Inc., in a registered common stock offering.
Private Offering
$2,802,300
Dorsey & Whitney
Client: Golden Leaf Holdings Ltd.
Team: Sam, Ken, partner; John Chase, partner; Tiffanie Pearson, paralegal; Sativa Rasmussen, associate; Mike Voves, partner; Steve Weingold, associate
Notes: Dorsey & Whitney served as U.S. counsel for issuer in a $2,802,300 non-brokered private placement for units issued by Golden Leaf Holdings Ltd.
$18,359,400
Dorsey & Whitney
Client: Northern Vertex Mining Corp.
Team: Ken Sam, partner; Jason Brenkert, partner; Tiffanie Pearson, paralegal; Leigh Snyderm paralegal
Other Parties: Beacon Securities Limited , underwriter; Canaccord Genuity Corp., underwriter; PI Financial Corp., underwriter; Raymond James & Associates, Inc., underwriter
Notes: Dorsey & Whitney served as U.S. counsel for the issuer in a $18,359,400 best efforts private placement for 45,119,000 subscription receipts of Northern Vertex Mining Corp.
$13,825,800
Dorsey & Whitney
Client: Augusta Gold Corp.
Team: Jason Brenkert, partner; Ken Sam, partner; Ian Brown, associate; Kendall Fisher, partner; John Hollinrake, Jr., partner; Marianne O'Bara, partner; Dale Williams, associate
Other Parties: Richard Warke, investor
Notes: Dorsey & Whitney served as U.S. counsel to the issuer in a $13,825,800 non-brokered private placement for 7,560,000 units issued by Augusta Gold Inc.
$13,800,000
Dorsey & Whitney
Client: Canaccord Genuity Corp.
Team: Ken Sam, partner
Other Parties: Leede Jones Gable, Inc., agent; Pathway Health Corp., isuer
Notes: Dorsey was U.S. counsel for the underwriter, Canaccord Genuity Corp., in a $13,800,000 private placement, for 27,600,000 subscription receipts issued by Pathway Health Corp.
$10,005,000
Dorsey & Whitney
Client: Mackie Research Capital Corporation
Team: Ken Sam; partner; Sativa Rasmussen, associate
Other Parties: Mackie Research Capital Corporation Ltd., agent
Notes: Dorsey was counsel for the lead agent, Mackie Research Capital Corporation, in a $10,005,000 best efforts private placement, including exercise of over-allotment, for 9,528,578 special warrants issued by Juva Life Inc.
$10,000,700
Dorsey & Whitney
Client: Gold Mountain Mining Corp.
Team: Ken Sam, partner
Other Parties: Canaccord Genuity Corp., agent; Gravitas Securities Inc., agent
Notes: Dorsey and Whitney served as U.S. counsel for the issuer in a $10,000,700 brokered private placement for 10,310,000 units issued by Gold Mountain Mining Corp.
$8,050,060
Dorsey & Whitney
Client: E3 Metals Corp.
Team: Jason Brenkert, partner
Other Parties: Canaccord Genuity Corp., underwriter; Echelon Wealth Partners Inc., underwriter
Notes: Dorsey & Whitney served as U.S. counsel for the issuer in a $8,050,060 bought deal brokered private placement for 6,793,300 units, including exercise of an over-allotment option, issued by E3 Metals Corp.
Other Deals
$500,000,000
Davis Graham & Stubbs
Type of Deal: Reverse merger
Client: Tengasco, Inc.
Team: Kristin Lentz, partner; Sam Seiberling, partner; Evan Williams, Associate; Jon Bergman, partner; Aditi Kulkarni-Knight, associate; Jonathan Marks, partner; John Elofson, partner; Michael Snider, partner; Dave Weil, of counsel; Rachel James, partner; Lamont Larsen, partner; Randy Dann, partner; Kate Sanford, associate; Kevin Teng, of counsel
Other Parties: Counterparty: Riley Exploration – Permian, LLC; Tengasco
Notes: DGS represented a client in the merger of a private company (Riley) into a public company (Tengasco) in place of an IPO for Riley. The reverse merger resulted in the combined company being renamed Riley Exploration Permian, Inc., and the members of Riley Exploration — Permian, LLC, owning approximately 95% of the combined company and the stockholders of Tengasco, Inc., owning approximately 5% of the combined company.
$350,000,000
Sherman & Howard
Type of Deal: Registered Public Debt Offering
Client: MDC Holdings, Inc.
Team: Garth Jensen, partner; Alex Mancero, associate
Other Parties: Citigroup, US Bancorp, Truist Securities
Other Firms: Cahill Gordon & Reindel
Notes: Sherman & Howard was involved in the offering of 2.500% senior notes due 2031.
$138,105,000
Dorsey & Whitney
Type of Deal: Public Offering, Non-IPO
Client: NexGen Energy Ltd.
Team: Anthony Epps, partner; Dan Miller, partner; John Hollinrake, Jr., partner; Alyssa Wall, associate; Dale Williams, associate
Other Parties: BMO Nesbitt Burns Inc., underwriter; Canaccord Genuity Corp., underwriter; Cormark Securities Inc., underwriter; Eight Capital, underwriter; Haywood Securities Inc., underwriter; P1 Financial Corp., underwriter; Raymond James Ltd., underwriter; Sprott Capital Partners, underwriter; TD Securities Inc., underwriter
Notes: Dorsey served as U.S. counsel for the issuer in a $138,105,000 bought deal public offering for 33,400,000 common shares, including exercise of an over-allotment, issued by NexGen Energy Ltd.
$80,000,000
Dorsey & Whitney
Type of Deal: Public Offering, Non-IPO
Client: Oncolytics Biotech Inc.
Team: Ken Sam, partner; Jason Brenkert, partner; Charlie Clark, associate; Ross D'Emanuele, partner; John Hollinrake, Jr., partner; Kerith Kanaber, partner; Kim Severson, partner
Notes: Dorsey served as U.S. counsel for the issuer in a $40,000,000 at-the-market equity offering for common shares issued by Oncolytics Biotech, Inc.
$75,000,000
Davis Graham & Stubbs
Type of Deal: Revolving credit facility
Client: Mesa Laboratories, Inc.
Team: Taylor Smith, partner
Other Parties: Elizabeth Vonne, in-house counsel to Mesa; JPMorgan Chase Bank, N.A., administrative agent for the lenders
Other Firms: Sidley Austin
$72,300,000
Dorsey & Whitney
Type of Deal: Asset Purchase
Client: Star Brands, LLC
Team: Ken Sam, partner; Ian Brown, associate; Abby Fang, associate; Kendall Fisher, partner; Meghan Flynn, associate; Richard Greiffenstein, associate; Laura Gunn, partner; Brad Hattenbach, of counsel; John Hollinrake, Jr., partner; Dane Knudsen, associate; Adam Wickens, associate
Notes: Dorsey & Whitney represented Star Buds Colorado, a privately held retail cannabis company based in Denver, in the sale of five retail locations in Colorado, to Schwazze, formerly Medicine Man Technologies Inc., a publicly held vertically integrated cannabis holding company based in Denver.
$70,000,000
Jones & Keller
Type of Deal: Initial Public Offering
Client: Midwest Holding, Inc.
Team: Reid Godbolt, shareholder; Samuel Wing, shareholder; David Thayer, of counsel
Other Parties: Piper Sandler & Co.; JMP Securities
Other Firms: Mayer Brown
$55,000,000
Davis Graham & Stubbs
Type of Deal: Sale of common stock
Client: Tellurian, Inc.
Team: John Elofson, partner; Edward Shaoul, associate; Rob McCary, associate
Notes: DGS represented Tellurian Inc., in the sale of common stock in a registered at-the-market offering of common stock.
$46,000,000
Dorsey & Whitney
Type of Deal: Public Offering - Non IPO
Client: NanoXplore, Inc.
Team: Ken Sam, partner
Other Parties: Beacon Securities Limited, underwriter; Cormark Securities Inc., underwriter; Echelon Wealth Partners Inc., underwriter; National Bank Financial Inc., underwriter; Paradigm Capital, Inc., underwriter; Raymond James & Associates, Inc., underwriter; Stifel Nicolaus & Company, Incorporated, underwriter
Notes: Dorsey & Whitney served as U.S. counsel for the issuer in a $46,000,000 bought deal public offering for 11,500,000 common shares, including exercise of over-allotment option, issued by NanoXplore Inc.
$44,900,000
Dorsey & Whitney
Type of Deal: Merger
Client: Aytu Bioscience, Inc.
Team: Troy Keller, partner; Anthony Epps, partner; Tim Arends, partner; Megan Baker, associate; Nick Beatty, associate; Luke Bell, associate; Rebecca Bernhard, partner; Ian Brown, associate; John Chase, partner; Ross D'Emanuele, partner; Christian Davis, associate; Emily Davis, paralegal; Spencer Glende, partner; Erikka Graves, paralegal; Randall Hanson, associate; Tracey Jackson, paralegal; Brooke Johnson, associate; James Langdon, partner; Ben Lindblad, partner; Ken Logsdon, partner; Dan Lyman, associate; Steve Marsden, partner; Will Martin, associate; David Marx, partner; Nicholas Nash, associate; Kristen Olsen, associate; Tiffanie Pearson, paralegal; Getey Ritchott, paralegal; Kathryn Shelton, paralegal; Jon Van Horn, partner; Mike Voves, partner; Alyssa Wall, associate; Dale Williams, associate
Other Parties: Aytu BioScience, Inc., buyer; Neos Therapeutics, seller
Other Firms: Dorsey & Whitney
Notes: Dorsey represented Aytu BioScience, Inc., a publicly held specialty pharmaceutical company based in Englewood in the merger of Neos Therapeutics, Inc., a publicly held commercial-stage pharmaceutical company based in Grand Prairie, Texas. Neos will merge with a wholly owned subsidiary of Aytu.
$40,000,000
Dorsey & Whitney
Type of Deal: Public Offering
Client: Numinus Wellness, Inc.
Team: Jason Brenkert, partner
Other Parties: Canaccord Genuity Corp., underwriter; Eight Capital, underwriter
Notes: Dorsey served as U.S. counsel for the issuer in a $40,000,000 bought deal public offering for 32,200,000 units, including exercise of over-allotment option, issued by Numinus Wellness, Inc.
$37,100,000
Dorsey & Whitney
Type of Deal: Asset Purchase
Client: Star Brands, LLC
Team: Ken Sam, partner; Ian Brown, associate; Abby Fang, associate; Kendall Fisher, partner; Meghan Flynn, associate; Richard Greiffenstein, associate; Laura Gunn, partner; Brad Hattenbach, of counsel; John Hollinrake, Jr., partner; Dane Knudsen, associate; Tiffanie Pearson, paralegal; Adams Wickens, associate
Other Parties: Schwazze, formerly Medicine Man Technologies Inc., buyer
Notes: Dorsey represented Star Buds Colorado, a privately held retail cannabis company based in Denver in the sale of six retail locations in Colorado, to Schwazze, formerly Medicine Man Technologies Inc., a publicly held vertically integrated cannabis holding company based in Denver.
$28,750,000
Dorsey & Whitney
Type of Deal: Public Offering, Non-IPO
Client: Aytu Bioscience, Inc.
Team: Anthony Epps, partner; Luke Bell, associate; Sheri Berndt-Smith, senior paralegal; Ian Brown, associate; Niels Bybee, associate; Charlie Clark, associate; Michael Newton, associate; Michael Voves, partner
Other Parties: H.C. Wainwright & Co., LLC, manager; Aytu Bioscience, Inc., issuer
Other Firms: Dorsey & Whitney
Notes: Dorsey served as counsel for the issuer in a $28,750,000 bought deal public offering for 4,791,667 common shares, including exercise of the underwriter's option, issued by AYTU Bioscience, Inc.
$25,000,000
Davis Graham & Stubbs
Type of Deal: Sale of common stock
Client: DMC Global
Team: John Elofson, partner; Kelsey Swagger, associate
Notes: DGS represented DMC Global in the sale of common stock in a registered at-the-market offering of common stock.
$23,000,000
Davis Graham & Stubbs
Type of Deal: Debt refinance secured by real property
Client: Confidential
Team: Chris Lane, partner; Taylor Smith, partner; KellyAnne Johnson, of counsel; Taylor Claassen, associate
Other Parties: United of Omaha Life Insurance Company, lender; Nyemaster Goode PC
Notes: DGS represented a food company in the refinancing of a series of real estate loans and revolving credit facilities.
$18,000,000
Holland & Hart
Type of Deal: Tender Offer
Client: Comrit Investments I, LP
Team: Amos Barclay, partner; Will Vlautin, associate
Notes: Holland & Hart represented Comrit Investments 1, LP, in 12 mini-tender offers. These offers resulted in the purchase by Comrit of shares in NorthStar Healthcare Income, Inc., Steadfast Apartment REIT, Inc., Griffin-American Healthcare REIT III, Inc., Griffin-American Healthcare REIT IV, Inc., KBS Real Estate Investment Trust III, Inc., Griffin Capital Essential Asset REIT, Inc., InvenTrust Properties Corp., Pacific Oak Strategic Opportunity REIT, Inc., KBS Real Estate Investment Trust II, Inc., SmartStop Self-Storage REIT, Inc., Sila Realty Trust, Phillips Edison & Company.
$10,468,930
Dorsey & Whitney
Type of Deal: PIPE
Client: Assure Holdings Corp.
Team: Jason Brenkert, partner; Ken Sam, partner; Nicholas Arruda, associate; Tiffanie Pearson, paralegal
Other Parties: Assure Holdings Corp., issuer
Other Firms: Dorsey & Whitney
Notes: Dorsey & Whitney served as counsel for the issuer in a $10,468,930 brokered private placement of 16,357,703 units issued by Assure Holdings Corp.
$10,300,000
Dorsey & Whitney
Type of Deal: Public Offering, Non-IPO
Team: Anthony Epps, partner; Dan Miller, partner; John Hollinrake, Jr., partner; Alyssa Wall, associate
Other Parties: A.G.P./Alliance Global Partners
$9,300,000
Dorsey & Whitney
Type of Deal: Asset Purchase
Client: Star Brands, LLC
Team: Ken Sam, partner; Ian Brown, associate; Abby Fang, associate; Kendall Fisher, partner; Meghan Flynn, associate; Richard Greiffenstein, associate; Laura Gunn, partner; Brad Hattenbach, of counsel; John Hollinrake, Jr., partner; Dane Knudsen, associate; Tiffanie Pearson, paralegal; Adam Wickens, associate
Other Parties: Schwazze, formerly Medicine Man Technologies Inc., buyer
Notes: Dorsey represented Star Buds Colorado, a privately held retail cannabis company based in Denver in the sale of two retail locations in Colorado, to Schwazze, formerly Medicine Man Technologies Inc., a publicly held vertically integrated cannabis holding company based in Denver.
$4,882,930
Dorsey & Whitney
Type of Deal: Private Offering
Client: UEX Corporation
Team: Ken Sam, partner; Tiffanie Pearson, paralegal; Sudeep Simkhada, associate
Other Parties: UEX Corporation, issuer; Red Cloud Securities Inc., underwriter; Sprott Capital partners, underwriter
Other Firms: Dorsey & Whitney
Notes: Dorsey & Whitney served as U.S. counsel for the issuer in a $4,882,930 bought deal private placement for 18,498,665 units and 27,001,144 common shares issued by UEX Corporation.
N/A
Holland & Hart
Type of Deal: Power Purchase Agreement
Client: Southern California Public Power Authority
Team: Leslie Boyle, partner; Kenyon Redfoot, associate; Kit LeVoy, partner; Matt Ochs, partner; Elizabeth Mitchell, partner
Notes: Holland & Hart represented the Southern California Public Power Authority in connection with its entry into a 20-year power purchase agreement for the procurement of energy, capacity and environmental attributes from three geothermal projects located in Inyo County, California, owned and operated by Coso Geothermal Power Holdings, LLC.