Cases
Representative Matters: Mergers
Acquisitions: Represented Service Electric Cable T.V. of New Jersey, Inc., a cable
broadb
provider in North Jersey, in its approximately $150 million sale to Altice USA.
Represented Vonage Holding Corp. in its acquisition of certain assets of Over.ai, a Tel Aviv-based Voice Artificial Intelligence provider for enterprise communications. Vonage acquired Over.ai's technical team
intellectual property from i.am+, an AI technology platform co-founded
co-owned by musician will.i.am, thereby gaining significant technology talent
expertise in conversational-related AI.
Represented YouVisit, LLC, a company that has created virtual tours of campuses for more than 600 educational institutions, in its sale to EAB, a portfolio company of Vista Equity Partners that provides research, enterprise technology,
data-enabled services for education institutions.
Represented Red Lion Hotel Corporation, a growing hospitality company that operates
franchises upscale, midscale
economy hotels, in the acquisition of the Knights Inn br
from Wyndham Hotel Group, LLC a subsidiary of Wyndham Worldwide (NYSE: WYN) for an aggregate price of $27 million cash, subject to certain post-closing adjustments.
Represented Donegal Mutual Insurance Company (NASDAQ: DGICA) in connection with its acquisition of Mountain States Insurance Group.
Represented Polder Housewares
its affiliates in the sale of substantially all of their assets to a buyer which is majority owned by entities affiliated with Topspin Partners, a suburban New York based private equity fund.
Represented the shareholders of Ideal Protein, a Quebec-based corporation with significant U.S. operations, in the sale of a majority interest to funds advised by Apax Partners LLP, a global private equity firm.
Represented Red Lion Corporation in the acquisition of the global hotel br
s (representing more than 1,000 hotels) owned by Vantage Hospitality Group, Inc. for an aggregate price of approximately $30 million in cash
138,000 shares of the Company's common stock.
Represented Donegal Mutual Insurance Company
Donegal Group Inc. (NASDAQ: DGICA
DGICB) in connection with its acquisition of Donegal Financial Services Corporation ( DFSC )
its wholly owned subsidiary, Union Community Bank, to Northwest Bancshares, Inc. (NASDAQ: NWBI) for approximately $115 million in a combination of cash
Northwest Bancshares common stock.
Represented Vonage Holdings Corp. in its acquisition of gUnify, Inc., a cloud-based technology company whose middleware solution integrates the Company's cloud communications platform with widely used SaaS business applications, including Google for Work, Zendesk, Salesforce's Sales Cloud, Clio,
other CRM solutions.
Represented Shelbourne Capital LLC in its new joint venture with Red Lion Hotels Corporation, a Spokane, Washington-based public company, involving the acquisition, equity
debt financing,
a capital improvement program for twelve hotels located in Washington, California, Oregon, Idaho,
Utah.
Represented a UK company in connection with the divestiture of its Israeli navigation-software subsidiary to a major U.S. information technology company for a reported $300 million.
Represented the owners of a construction management
consulting company, in the sale of all of the membership interests to a subsidiary of a NYSE listed global provider of architecture, design, engineering,
construction services.
Represented Sunoco Inc. in the sale of its polypropylene business, Sunoco Chemicals Inc., to Braskem SA for $350 million.
Represented stockholders of Topaz Pharmaceuticals, Inc. in its sale to Sanofi-Pasteur, the vaccines unit of French pharmaceutical company Sanofi-Aventis, in advance of the FDA's approval of the Pennsylvania biopharmaceutical company's new drug application for Sklice lotion, an ivermectin-based topical treatment.
Represented a New York Stock Exchange-listed manufacturing company in its $330 million merger with an affiliate of a private investment partnership with over $600 million in committed equity.
Counsel to five entities in the insurance industry in connection with their separate sales to a New York Stock Exchange publicly traded company.
Counsel to a New York Stock Exchange-listed bank holding company in transactions in which other public companies assumed deposit liabilities totaling approximately $3.07 billion
purchased loan portfolios
other assets totaling approximately $1.7 billion.
Counsel to an affiliate of a NASDAQ-listed insurance company in its acquisition of an Iowa mutual insurance company
its subsequent demutualization.
Represented Fortune 100 company in its sale of a chemical plant.
Counsel to a New York Stock Exchange-listed manufacturer in its acquisition of an Italian manufacturer of motors.
Capital Markets: Counsel to a NASDAQ-listed insurance company in a $100 million secondary public offering of stock by a significant shareholder.
Counsel to a leading worldwide manufacturer
distributor of specialty chemical
foam packaging products for the foodservice, insulation
packaging industries in its $60 million, $100 million
$135 million debt offerings.
Counsel to a New York-based financial consultant registered as a broker-dealer in a $137.5 million rights offering.
Represented REIT in $90 million 144A convertible senior note offering.
Represented Erie Indemnity Company, a NASDAQ-listed company, in a $75 million tender offer for all publicly owned shares of Erie Family Life Insurance Company.
Counsel to a NASDAQ-listed public company in an attempted spin-off initial public offering
to a distributor of specialty chemical
foam packaging products, distributor of oncology diagnostics products, for-profit university
professional employer organization in attempted initial public offerings.
Represented a manufacturer of disposable foodservice
specialty chemical products in a $70 million 144A high yield senior secured floating rate note offering
a private placement of $25 million series A preferred stock
warrants.
Counsel to a publicly held real estate investment trust as issuer in its $50 million offering of trust preferred securities.
Emerging Business/Venture Capital: Counsel to numerous emerging businesses, including software companies, mobile application developers, internet companies, service providers, medical device
biotechnology companies, healthcare technology companies
consumer product companies in their respective formation
other ongoing corporate matters, including financings, corporate structure
governance, negotiation of contracts
exit strategies.
Counsel to venture capital firms in investments in technology
biotechnology companies.