Big Deals Q1 2021

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.

$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.

$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.

$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.

$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.

$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.

$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.

 

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