2022 GLOBAL CORPORATE PRACTICE TRANSACTION HIGHLIGHTS - K&L ...
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CORPORATE PRACTICE OVERVIEW CONTENTS TECHNOLOGY............................................................................. 4 As a GLOBALLY INTEGRATED FIRM with a SOLUTIONS DRIVEN CORPORATE PRACTICE, we are committed to providing pragmatic legal advice FINANCIAL SERVICES................................................................ 8 to enhance our clients’ businesses in today’s increasingly MANUFACTURING AND INDUSTRIALS........................................ 12 globalized economy. HEALTH CARE........................................................................... 16 Serving as primary outside legal counsel to a multitude of growing and middle market enterprises, we are AT THE FOREFRONT OF THE ENERGY................................................................................... 20 ISSUES AFFECTING OUR CLIENTS across myriad industries, including Technology, Financial Services, Manufacturing and Industrials, TRANSPORTATION AND LOGISTICS........................................... 22 Health Care, Energy, and Transportation and Logistics. OTHER INDUSTRY HIGHLIGHTS................................................. 27 Our highly responsive, collaborative team seamlessly delivers FULL-SERVICE CORPORATE COUNSEL TO CLIENTS LOCALLY, NATIONALLY, AND GLOBALLY. Counseling on day-to-day operational issues gives K&L Gates LLP was recognized as “LAW FIRM OF us first-hand knowledge of our clients’ businesses and what is important to them when it comes to helping them structure, THE YEAR” IN THE AREA OF CORPORATE LAW finance, and successfully complete domestic and in the 2022 edition of the U.S. News-Best Lawyers® cross-border transactions. “Best Law Firms” report. Only one firm earns the Our deep appreciation for our clients’ concerns, challenges, “Law Firm of the Year” designation in and business objectives, matched with our UNSURPASSED FOCUS ON COLLABORATION AND INDUSTRY EXPERIENCE, is what sets our each of the report’s legal practice areas. Corporate team apart. 2 | 2022 Global Corporate Practice Transaction Highlights KLGATES.COM | 3
TECHNOLOGY TECHNOLOGY HIGHLIGHTS GLOBAL PLATFORM BRINGS Akoustis Technologies, Inc. Arena Holdings Arena Holdings Arena Holdings (NASDAQ: AKTS) Management LLC Management LLC Management LLC Acquisition of a 51% majority Series D Financing Round Series D Financing Round Series C Financing Round EFFICIENCY TO CLOUD ownership position of RFM of Celonis SE of Mambu GmbH of Celonis SE Integrated Device, Inc. (RFMi) COMMUNICATIONS COMPANY K&L Gates represented SINCH AB suite that makes it easy to leverage two-way messaging through a highly automated and Artis Works Ltd Ceiba Healthcare Ltd. (XSTO: SINCH), a global leader in cloud Balance Internet Pty Ltd BirdDog Australia Pty Ltd Seed Financing Fundraise and group communications for mobile customer scalable tech platform that is purposefully Sale to Publicis (ASX: BDT) re-organisation Groupe S.A. Initial Public Offering engagement. We advised Sinch on tailored to meet the specific needs of small multiple acquisitions over the last year, and medium-sized businesses. including the US$1.9 billion acquisition We also advised Sinch on its acquisition of Pathwire, a leading cloud-based email of Inteliquent, the largest independent delivery platform. The acquisition of voice communications provider in Pathwire makes Sinch one of the few global the United States, for a total cash Microsoft Corporation Communications Platform as a Service Center ID Corp. Cint AB Confluence consideration of US$1.14 billion on a (NASDAQ: MSFT) (CPaaS) providers that can deliver leading Series B Preferred (STO: CINT) Technologies, Inc. Stock Financing Investment in cash and debt-free basis. Inteliquent Acquisition of all shares in Sale to Clearlake Series H Preferred Stock quality at scale across all the main digital Gapfish GmbH Capital Group, L.P. of Databricks, Inc. powers voice communications for leading communications channels that businesses communication service providers and use to engage with their customers. enterprises in North America through a We advised Sinch on the acquisition of network that covers nearly 95 percent SMS marketing technology company of the U.S. population. The acquisition MessageMedia through a cash and stock establishes Sinch as a leader in voice Microsoft Corporation Deako, Inc. Digital Check Exasol AG connectivity for both enterprises and (NASDAQ: MSFT) Series B Preferred Corporation (FRA: EXL) transaction valued at US$1.3 billion Stock Financing Investment in Acquisition of Benchmark Re-organisation of Exasol Group (AU$1.7 billion). MessageMedia offers a telecom carriers in the United States. Series G Preferred Stock Technology via restatement and including four partially of Databricks, Inc. increase of Term Loan Credit cross-border Up-Stream Mergers web-based software-as-a-service (SaaS) Facility with BMO Harris Bank Fiserv, Inc. Invevo Limited Hyper Anna Pty Ltd Inside the Pocket, LTD (NASDAQ: FISV) Seed Venture Financing with Sale to Alteryx ANZ Investment by WinSure Acquisition of NetPay Basinghall Partners Holdings Pty Ltd Solutions Group Limited 4 | 2022 Global Corporate Practice Transaction Highlights KLGATES.COM | 5
TECHNOLOGY HIGHLIGHTS (CONTINUED) Main Sequence M12 Verrency J2 Global, Inc. J2 Global, Inc. Troop Travel, Inc. Veritone, Inc. Australia Pty Ltd (NASDAQ: JCOM) (NASDAQ: JCOM) Series B Financing Round Investment in NextBillion.ai. Series A Preferred into Prospection (NASDAQ: VERI) Series A Financing Round Sale of KeepItSafe, LiveVault, Acquisition of Moz Stock Financing and OffSiteDataSync Public Offering of Common Stock Microsoft Corporation Microsoft Corporation Microsoft Corporation Microsoft Corporation (NASDAQ: MSFT) Acquisition of (NASDAQ: MSFT) Investment in HUB Platform (NASDAQ: MSFT) Investment in (NASDAQ: MSFT) Acquisition of The Chambers USA 2021 guide ranked Kinvolk GmbH Technology Partners Ltd. OpenAI Startup Fund RiskIQ, Inc. K&L Gates as a nationwide leader for Corporate/M&A, noting the practice NewtonX, Inc. Series B Financing Office Ally, Inc. Sale to onXmaps, Inc. Series B Preferred Stock PayScale, Inc. Acquisition of CURO as having “BROAD INDUSTRY Francisco Partners Financing and Tender Offer Compensation Limited EXPERIENCE including deals in the life sciences, financial services, and energy spaces…capable of handling rMark Bio, Inc. Point Duty Pty Ltd Renewal Funds Renewal Funds Pre-IPO Capital Raising Management Company Ltd. Management Company Ltd. Sale to Within3 transactions on both the domestic and Series A-2 Series A Preferred Stock Financing international stages.” Preferred Stock Financing of PickMySolar, Inc., d/b/a Electrum Sound Commerce Rocketboots Limited Security Matters Limited Technologies Inc. Sage Growth Capital (ASX: ROC) Fund I, LLC (ASX:SMX) Series A Financing Initial Public Offering Private Placement Investment in of Ordinary Shares eTrip Trader, Inc. 6 | 2022 Global Corporate Practice Transaction Highlights KLGATES.COM | 7
FINANCIAL SERVICES FINANCIAL SERVICES HIGHLIGHTS Arable Capital Butn Limited Butn Limited Carousel Capital Partners, LLC Convertible Note Investment (ASX: BTN) Partners VI, L.P. Investment in Initial Public Offering Acquisition of Legacy Data Access, Pacific Trellis Fruit, LLC LLC and RevIQ, LLC (d/b/a Dulcinea Farms) Cenkos Securities plc Crédit Mutuel Arkéa Energy Technologies Evolution (LON: CNKS) Acquisition of Creative Limited Capital Pty Ltd Secondary placing, Specific Software (ASX: EGY) Placement of Ordinary Shares subscription, and open by L1 Capital Funds into Anteris Entitlement Offer MERGER AGREEMENT MAKES THE offer by Chariot Energy Technologies Ltd of Ordinary Shares SECOND-LARGEST BANK IN QATAR K&L Gates represented Qatari bank and in the Middle East with combined Evolution finnCap Limited finnCap Limited MASRAF AL RAYAN on a landmark merger assets of over QAR171.5 billion Capital Pty Ltd Evolution (LON: FCAP) (LON: FCAP) Placement of Capital Pty Ltd agreement with Al Khaliji Commercial (US$47 billion). The combined entity Ordinary Shares in AIM Admission and AIM Admission and Placement of Shares in Placing by Eneraqua Placing by Gelion plc iCandy Interactive Ltd Bank. Valued at QAR8.2 billion (US$2.2 established a strong financial institution Blackstone Minerals Limited Technologies billion), the merger creates one of the with significant liquidity to support Qatar’s largest Shariah-compliant banks in Qatar economic growth. finnCap Limited finnCap Limited (LON: FCAP) (LON: FCAP) InstarAGF Asset Masraf Al Rayan Q.P.S.C. Peel Hunt LLP Peel Hunt LLP Management Inc. Merger with Al Khalij (LON: PEEL) (LON: PEEL) Acquisition of PRT Growing Commercial Bank Placing and subscription Placing and open offer by Services Ltd. (al khaliji) P.Q.S.C. Genedrive PLC Panmure Gordon (UK) ROTH Capital Montage Capital II, L.P. OneMain Holdings, Inc. Limited Partners LLC Article 9 Private Sale (NYSE: OMF) Sole book-running Manager for Nominated adviser and broker to of the operating assets Acquisition of Trim Underwritten Public Offering Kistos plc on its Acquisition of of Market Realist of Common Stock of Tulip Oil Netherlands BV HighPeak Energy, Inc. and related fundraising 8 | 2022 Global Corporate Practice Transaction Highlights KLGATES.COM | 9
ROTH Capital Singer Capital Markets Stifel Nicolaus Stifel Nicolaus Partners LLC Turner Pope Europe Limited Europe Limited Public Offering of Investments (NYSE: SF) (NYSE: SF) Common Stock Fundraise by Reabold Re-domicile of Jadestone Placing and Acquisition by eEnergy Group plc Resources PLC Energy, Inc., and its readmission to AIM The Legal 500 Asia Pacific 2021 guide recognized K&L Gates as a LEADER IN OVER 35 PRACTICE Terramont Infrastructure CATEGORIES ACROSS EIGHT COUNTRIES AND Partners LLC TFI Securities and ThinkMarkets Trailer Park Group Acquisition of Switzer- CARTY Transportation Futures Limited Public Offering of 1.5% Credit Capital Raising Acquisition of MXW Studios Limited REGIONS, including Australia, China, Hong Kong, Enhanced Bonds due in 2024 Indonesia, Japan, Malaysia, Singapore, and Taiwan. Recognized by the Chambers UK 2022 guide Zeller Holdings Pty Ltd Series A2 Investment for “Provid[ing] a STRONG INTERNATIONAL OFFERING, regularly handling transactions involving continental Europe and the Middle East. Particularly proficient in advising US companies on The Legal 500 United States 2021 guide ranked CROSS-BORDER ACQUISITIONS into the UK and K&L Gates TIER 1 IN THE M&A/MIDDLE MARKET Europe, as part of a broad client base of corporate (US$500 million-US$999 million) category, in entities and financial sponsors.” addition to nearly 30 other nationwide practice area rankings. 10 | 2022 Global Corporate Practice Transaction Highlights KLGATES.COM | 11
MANUFACTURING AND INDUSTRIALS MANUFACTURING AND INDUSTRIALS HIGHLIGHTS Allegheny Technologies A&J Manufacturing, Inc., AGC Flat Glass North Astranis Space Incorporated d/b/a Char-Griller America, Inc. Technologies Corp. (NYSE: ATI) Sale of Char-Griller Sale to Cardinal Series C Financing Public Offering of 4.875% Glass Industries Senior Notes due 2029 and 5.125% Senior Notes due 2031 SALE OF 100% OF ISSUED SHARE CAPITAL AeroVironment, Inc. Bellingham Angel Cabot Corporation Carbonix (NASDAQ: AVAV) Investors (NYSE: CBT) Seed Funding Round K&L Gates represented SPX CORPORATION wholly-owned subsidiary SPX Transformer Credit Facility agented by Bank of America Series A-3 Financing in Membrion, Inc. Sale of Purification Solutions (NYSE: SPXC), a diversified, global Solutions, Inc., to GE-Prolec Transformers, supplier of highly engineered infrastructure Inc., a subsidiary of a joint venture between equipment and technologies. We advised GE and Xignux S.A. de C.V., for a cash SPX on its binding agreement to sell 100% purchase price of US$645 million. of the issued and outstanding stock of its Continuance The Cook & Boardman The Cook & Boardman The Cook & Boardman Capital Ltd Group, LLC Group, LLC Group, LLC Acquisition of Acquisition of McCarthy, Acquisition of JDS, Inc. Acquisition of PeterLynn Limited Jones & Woodard, LLC Galeno & Associates, Inc. The Cook & Boardman The Cook & Boardman Cook & Boardman, LLC A3 Communications, Inc. Group, LLC Group, LLC Acquisition of Universal Acquisition of Blue Acquisition of Acquisition of Manufacturing Violet Networks, LLC James Doorcheck, Inc. H&H Overhead Door Co., Inc. Company, Inc. A3 Communications, Inc. CBG Midwest, LLC Glas Trösch Holding AG Herc Holdings Inc. Acquisition of DHS Acquisition of Bass Security Acquisition of Berliner Glas KG (NYSE: HRI) Security, LLC Services, Inc. Herbert Kubatz GmbH & Co. Acquisition of Schwäbisch Hall Champion Rentals, Inc. 12 | 2022 Global Corporate Practice Transaction Highlights KLGATES.COM | 13
MANUFACTURING AND INDUSTRIALS HIGHLIGHTS (CONTINUED) Herc Holdings Inc. Herc Holdings Inc. Herc Holdings Inc. Herc Holdings Inc. (NYSE: HRI) (NYSE: HRI) (NYSE: HRI) (NYSE: HRI) Acquisition of Acquisition of Acquisition of Acquisition of JIM-N-I Rentals, Inc. Vendy, Inc. Contractors Building Temp-Power, Inc. Supply Co., LLC (CBS) The Chambers Asia Pacific 2022 guide recognized K&L Gates’ Herc Holdings Inc. (NYSE: HRI) Herc Holdings Inc. (NYSE: HRI) PPG Industries, Inc. (NYSE: PPG) Groupe Solmax, Inc. Acquisition of Propex Corporate practice as “WELL REGARDED for handling legal Acquisition of Acquisition of Public Offering of Reliable Equipment, LLC Central Valley Shoring, Inc. 1.200% Notes due 2026 matters in Indonesia’s energy, oil and gas, and mining sectors from its SPX Corporation SPX Corporation Titomic Limited Titomic Limited (NYSE: SPXC) Sale of SPX Transformer (NYSE: SPXC) Acquisition of Enterprise (ASX: TTT) Acquisition of Tri-D Dynamics Inc. (ASX: TTT) Acquisition of Singapore office….provides support Solutions, Inc. to GE-Prolec Control Systems by Titomic USA, Inc., a subsidiary of Dycomet Europe B.V. with M&A, as well as project finance, Transformers, Inc. Titomic Limited development, and related disputes.” Twin Creeks USNR, LLC Paradigm Holdings Timber, LLC Sale to One Equity Group LLC Acquisition of Partners and Merger with d/b/a Zone 4 SDS Co LLC and Wood Fiber Group Recapitalization by Hamilton SDS Lumber LLC Robinson Capital Partners 14 | 2022 Global Corporate Practice Transaction Highlights KLGATES.COM | 15
HEALTH CARE HEALTH CARE HIGHLIGHTS Anavex Life Sciences Corp. Apex Dental Avid Bioservices, Inc. AVITA Medical, Inc. (NASDAQ: AVXL) Partners LLC (NASDAQ: CDMO) (NASDAQ: RCEL) Registered Direct Offering Acquisition of the assets and 144A Offering of Public Offering of Common Stock assumption of certain liabilities of Convertible Notes of Common Stock Strive Dental Management Inc. ACQUISITION ESTABLISHES LEADER IN BLOOD-BASED CANCER SCREENING Axonics, Inc. Axonics Inc. Cannatrek Ltd Credence K&L Gates represented EXACT SCIENCES US$2.15 billion transaction, which helped (NASDAQ: AXNX) (NASDAQ: AXNX) Joint venture transaction MedSystems, Inc. with Chemist Warehouse CORPORATION (Nasdaq: EXAS), a establish Exact as a leading competitor in Follow On Offering of Common Stock Acquisition of Contura Bridge Financing by Novartis AG molecular diagnostics company that blood-based, multi-cancer screening. specializes in the detection of early stage We also advised Exact on the US$410 cancers in several transactions, including million acquisition of epigenetics company its acquisition of Thrive Earlier Detection Base Genomics which will allow Exact to Corp., a health care company dedicated to advance its DNA methylation capabilities incorporating earlier cancer detection into and enhance its overall efforts in early Credence CytoImage, Inc ENDRA Life Sciences, Inc. Enochian routine medical care. We advised on the MedSystems, Inc. SAFE Financing (NASDAQ: NDRA) Biosciences, Inc. detection cancer diagnostics. Sale of additional shares of At-The-Market Equity Offering (NASDAQ: ENOB) Series B Preferred Stock Program with Ascendiant Registered Direct Offering of Capital Markets, LLC Common Stock Exact Sciences i2a SA, d/b/a Island Pharmaceuticals Korenvaes Corporation i2a Diagnostics Limited Management LLC (Nasdaq: EXAS) Investment by (ASX: ILA) Series A Preferred Acquisition of Thrive Apposite Capital Initial Public Offering Stock Investment Earlier Detection Corp. Life Science Life Spine, Inc. MDxHealth SA MicrobiomX Inc. Outsourcing, Inc. Series A Financing (NASDAQ: MDXH) Series Seed Financing Sale to Public Initial Public Offering of Pension Capital American Depositary Shares 16 | 2022 Global Corporate Practice Transaction Highlights KLGATES.COM | 17
HEALTH CARE HIGHLIGHTS (CONTINUED) NeoGenomics, Inc. Novozymes North Par Pharmaceutical, Inc. Prenetics Limited (NASDAQ: NEO) America, Inc. Sale of manufacturing facility in Acquisition of Oxsed, Public Offerings of Common (OTCMKTS: NVZMF) Chestnut Ridge, New York and a a Oxford University Stock and 0.25% Convertible basket of ANDAs to Strides spin-out company Acquisition of Senior Notes due 2028 Pharma Science Physicians Exclusive, LLC Shields Health Sleep Data Taiwan Liposome Teligent, Inc. K&L Gates was again among the TOP TEN FIRMS—out of more Solutions LLC Services, LLC Company, Ltd. (NASDAQ: TLGT) Majority Investment by Series B Financing Round Privatization Project funded Debt Exchange and At-The-Market Walgreens Boots Alliance, Inc. through Stock Swap Transaction Equity Offering than 15,000 ranked—for most national first-tier rankings in the Teligent, Inc. (NASDAQ: TLGT) Teligent, Inc. (NASDAQ: TLGT) Washington Research Foundation Washington Research Foundation 2022 U.S. News-Best Lawyers ® Debtor In Possession Financing Issue of Series D Zero Coupon Convertible Note Financing Round Convertible Note Financing Round “Best Law Firms” report, including Convertible Senior Notes due 2023 for SEngine Precision Medicine, Inc. for Intrinsic Medicine, Inc., f/k/a Lupa Bio, Inc. Mergers & Acquisitions Law, Washington Research Tax Law, and Venture Capital Law. Foundation Convertible Note Financing Round for Link Immunotherapeutics, Inc. 18 | 2022 Global Corporate Practice Transaction Highlights KLGATES.COM | 19
ENERGY ENERGY HIGHLIGHTS Ambipar Group Ambipar Group Ambipar Group Ambipar Group (BVMF: AMBP3) (BVMF: AMBP3) (BVMF: AMBP3) (BVMF: AMBP3) Acquisition of Arrowdale I, LLC, Acquisition of Enviroclear Site Acquisition of Environmental Acquisition of also known as “PERS” Services, Ltd. (UK) Management Services, Inc. Swat Consulting, Inc. Ambipar Holding Befficient by GSI Pty Ltd Elecnor Australia E.ON SE Canada Inc. (t/a b.energy) (FRA: EOAN) ENERGY-FOCUSED INVESTING Acquisition of Timco Acquisition of Orion Convertible Note pre-IPO Capital Transmission Lines Pty Ltd Sale of Recargo, Inc. to Environmental Services Ltd. Funding Round EVgo Services ADDING VALUE FOR INVESTORS K&L Gates represented British corporate £52m. Kistos is an investment company and institutional investment bank, which was established by Andrew Austin Longboat Energy PLC ROTH Capital PANMURE GORDON, as nominated adviser (the founder and executive chairman of (LON: LBE) Metalico, Inc. Partners LLC SANEXEN Environmental Fundraise, reverse Sale of substantial assets of a Financial advisor to Services Inc. and broker, on the acquisition by Kistos Rockrose Energy plc) with the objective of takeover and farm-ins with scrap metal recycling business in Tengasco, Inc. US Counsel in Acquisition of Equinor, Idemitsu, Ohio to two of its subsidiaries in its merger with plc of Tulip Oil Netherlands BV and a acquiring and managing businesses in the and Spirit Riley Petroleum American Process Group related fundraising by the company to raise energy sector and the energy transition. The Segen Group Limited Tokyo Gas America Ltd. Water Energy Sale to Labora Acquisition of the Aktina Services, LLC Holdings Limited Solar Project Acquisition of FMS Business from Key Energy Services 20 | 2022 Global Corporate Practice Transaction Highlights KLGATES.COM | 21
TRANSPORTATION AND LOGISTICS TRANSPORTATION AND LOGISTICS HIGHLIGHTS ACFS Port ADOMANI, Inc. AeroVironment, Inc. Continental AG Logistics Pty Ltd (OTCMKTS: ADOM) (NASDAQ: AVAV) (FRA: CON) Acquisition of IPS Logistic Group Private Placement (PIPE) Acquisition of Acquisition of shares in Port of Brisbane business of Common Stock Arcturus UAV, Inc. Volocopter GmbH via Series D financing Keystone Automotive Daido Kogyo, Co. Ltd. The Greenbrier Operations, Inc., subsidiary LKQ Corporation Companies, Inc. of LKQ Corporation (Nasdaq: LKQ) CROSS-BORDER DEAL FOR Joint Venture and Strategic Alliance with a major German (Nasdaq: LKQ) counterpart in the U.S. (NYSE: GBX) Acquisition of Acquisition of Green Bean Battery, LLC Renewal and extension Seawide Marine Distribution, Inc. URBAN AIR MOBILITY COMPANY of three Bank Facilities K&L Gates represented German helicopter concept for electrically powered multinational automotive parts passenger-carrying air cabs based on OSRAM Continental manufacturing company, CONTINENTAL AG drone technology. We also advised GmbH REP TI Holdings, LLC Transportation Insight Tokyo Century Corporation Acquisition of Transaver Global Holding Company (TYO: 8439) on the acquisition of shares in Volocopter Japanese Tokyo Century Corporation, Dissolution of joint venture and Services, Inc. and its affiliates re-transfer of certain businesses Acquisition of the assets of Acquisition of shares GmbH during the company’s Series-D a lease financing business on the back to shareholders (Transaver) SwanLeap, Inc. of Volocopter GmbH OSRAM and Continental via Series D Financing financing round. Volocopter is an aircraft acquisition of Volocopter shares in the manufacturer that is developing a financing round. Warn Industries, Inc., Warn Industries, Inc., VISA Global Logistics Subsidiary of LKQ Subsidiary of LKQ Advised VISA Global Logistics Corporation Corporation on its Merger with Mondiale (Nasdaq: LKQ) (Nasdaq: LKQ) Freight Services Acquisition of Fab Fours, Inc. Acquisition of Fabtech Industries, Inc. 22 | 2022 Global Corporate Practice Transaction Highlights KLGATES.COM | 23
OTHER INDUSTRY HIGHLIGHTS OTHER INDUSTRY HIGHLIGHTS Abundant Eminent Limited BackStage, LLC I Am Beyond LLC Big Rock Sports, LLC Acquisition of US exclusive Acquisition of Voice123 d/b/a Beyond Yoga Growth Capital Funding franchise right of a Japanese Sale to Levi Strauss & Co. coffee brand ACQUISITION LEADS TO SIGNIFICANT GROWTH IN BirdDog Australia Pty Ltd Cluey Learning Pty Ltd (ASX: CLU) Creadev International SAS Represented Carrick Capital Partners INTERNATIONAL FOOTPRINT Pre-IPO Convertible Initial Public Offering Series C Offering of Series D Financing of DailyPay Note Funding Alira Health Group Holdings LLC K&L Gates represented AMERICOLD, the AU$1.7 billion acquisition of Agro the world’s largest publically traded Merchants Group, including the Doboy REIT focused on the ownership, business in Brisbane, and the AU$100 Global Resale, LLC operation, acquisition, and development million acquisition of Lago Cold Stores. DDW The Color House DESSIGN GROUP GmbH Dianomi PLC Acquisition of of temperature-controlled warehouse on Sale to Givaudan Acquisition of all shares in (LON: DNM) Tech Trade Partners CW Haarfeld GmbH Placing of existing and new shares Global Schools The Goldfield Corporation Engine Group Environmental Foundation Represented in connection with Intelligence, LLC a cash tender offer by First Sale of Trailer Park business Investment by Apollo Reserve for all of the issued and Sale to Montrose Global Management outstanding shares of common Environmental Group, Inc. stock, followed by a merger Europ iROCKER LLC KFI Holdings, LLC KFI Holdings, LLC Assistance Holding Recapitalization by Acquisition of Equity Purchase of Sale of CareLinx Dubin Clark & Company Double J Disposal, Inc. TS Landfill, Inc. and Bruin Waste Management, LLC 24 | 2022 Global Corporate Practice Transaction Highlights KLGATES.COM | 25
OTHER INDUSTRY HIGHLIGHTS (CONTINUED) The Nielsen Company Lonestar MÓG U- Enterprises Movano Inc. Titomic Limited Westpac Winc, Inc. Yumbah Aquaculture Ltd US LLC Data Holdings, Inc. Offering of Common Stock Initial Public Offering (ASX: TTT) Institutional Bank Acquisition of Acquisition of Cameron Series Seed Financing (NYSE: NLSN) (ASX: WBC) Natural Merchants, Inc. of Tasmania Pty Ltd Private Placement and Acquisition of TVTY S.A. Share Purchase Plan Secured Syndicated Facility Agreement - Singapore Nutritional Growth Once Upon a Farm Once Upon a Farm Parfield International Yumbah Aquaculture Ltd Solutions Limited Series C Financing Acquisition of Privatization of Underwritten (ASX:NGS) Frozen Harvest Intelligence, Inc., China Biological Product Entitlement Offer Capital Raising d/b/a Raised Real Holdings, Inc. with Share Placements PharmaReview Sale to Bridgepoint Growth Propét USA, Inc. Sale of Propét shoe QualTek USA, LLC Acquisition of Broken Arrow Red Ventures Holdco, LP Acquisition of K&L Gates was recognized as a business by Propét USA Inc Communications, Inc. (BACOM) CNET Media Group 2022 NATIONAL TIER 1 FIRM in the areas of Corporate Law and Mergers & Acquisitions Law by U.S. News-Best Red Ventures Holdco, LP Rich and Rhine Sinch AB Sinch AB Sale of CNET Content Solutions (CCS) Wholesale Asset Sale to (STO: SINCH) Acquisition of Inteliquent (STO: SINCH) Acquisition of MessageMedia Lawyers® “Best Law Firms,” two of 165 Harbor Foods Group first-tier practice rankings and 255 rankings overall for the firm. Sinch AB Sinch AB Ted Nixon TMCI Holdings, Inc. (STO: SINCH) (STO: SINCH) Revocable Trust Sale of Season Brand LLC Acquisition of Pathwire Acquisition of MessengerPeople Investment in to Mutandis SCA Fermentalg 26 | 2022 Global Corporate Practice Transaction Highlights KLGATES.COM | 27
THE K&L GATES EXPERIENCE CLIENT FOCUSED CLIENT-FIRST APPROACH INDUSTRY RECOGNITION K&L Gates is one of the largest law firms in the world In all we do, our objective is to provide nothing with more than 45 offices located in key capital cities short of the utmost value to our clients by providing K&L Gates was recognized as “LAW FIRM OF THE YEAR” and world commercial and financial centers across five continents. Our broad platform offers clients local market solutions to their legal and business needs. Our client-first approach is manifested firmwide—from in the area of Corporate Law in the 2022 edition of the knowledge and access to both national and international capabilities. With the combined knowledge, resources, matter management and pricing practices, to the technology and innovations we apply, to our deep U.S. News-Best Lawyers® “Best Law Firms” report. talent, and experience of more than 1,800 lawyers, our industry and sector-specific knowledge across the global reach extends beyond our office locations to areas such as Africa, India, and Latin America. key industries in which our clients operate—our clients’ best interests are at the forefront of the SOCIALLY RESPONSIBLE decisions and investments we make. On top of our commitment to our clients and the legal profession, we are dedicated to working together for the common good. This core value is K&L Gates was named among 21 more than just rhetoric. Corporate social responsibility is more than a Of those lawyers GLOBALLY POISED– management imperative at K&L Gates, it’s woven into the DNA of our firm. TRULY INTEGRATED law firms “highly recommended” promoted to DIVERSITY AND INCLUSION partner in 2021, We may have many offices around the world, but we by top legal decision makers for For years, our firmwide Diversity and Women in the Professional OVER 52% operate as one firm, united and without borders. Being a fully integrated firm, we seamlessly represent leading their “SUPERIOR CLIENT SERVICE, Committees have been at the center of our efforts, fueling diversity and inclusion initiatives both inside and outside the firm. Those multinational corporations, growth and middle-market DEMONSTRATING A CULTURE efforts include mentorship and career development opportunities for ARE DIVERSE. companies, capital market participants, and entrepreneurs our lawyers; launching major initiatives such as K&L Gates for Equal in every major industry, as well as public sector entities, educational institutions, philanthropic organizations and DRIVEN BY CLIENT FOCUS, Justice, a joint diversity and pro bono effort that harnesses our legal skills to promote equal justice under the law; and joining the Law Firm individuals. Our robust set of multidisciplinary practice areas and services, combined with our collaborative AND UNDERSTANDING CLIENTS’ Antiracism Alliance to work toward eradicating racism. culture, means our clients can confidently turn to BUSINESS,” according to BTI K&L Gates to guide them through nearly any legal issue PRO BONO AND COMMUNITY IN 2021, OUR FIRM with reliable service and a consistent experience. Consulting Group’s 2021 Most OUTREACH DEVOTED MORE THAN Recommended Law Firms report. Lawyers in our offices around the world have provided pro bono legal representation to countless disadvantaged and 47,000 HOURS INNOVATIVE TO PRO BONO CASES. oppressed individuals as well as to nonprofit organizations that provide community services. We worked with Global At K&L Gates, we strive to meet our clients at the critical cross-roads of their challenges and business Water 2020 and secured a US$35 million increase in U.S. needs to help them navigate the increasingly complex legal landscape. In today’s data-heavy, fast-moving, foreign assistance funding to increase access to clean and multijurisdictional environment, we understand the importance of being able to manage the growing drinking water for some of the world’s poorest people. We volume of information at ever-increasing speeds. That’s why we carefully invest in technology platforms, also made an impact with efforts such as our Anti-Human harness innovative techniques in processes and procedures, and create a culture of driving growth which Trafficking Initiative and Cyber Civil Rights Legal Project. enhances our efficiency and delivery of services, facilitates collaboration, and helps solve client problems. SUSTAINABILITY In 2021, to further embrace innovation and develop new ideas, the K&L Gates IDEA THOUGHT LEADERS As a firm, we are intentional about understanding and mitigating our impact on the climate. We Group sponsored a compelling speaker series, Our lawyers are thought leaders not only in the legal continuously consider our use of resources across TALKING Innovation—Imagine. Develop. industry, but also in the industries they serve. We our global platform, and determine and execute Experiment. Act., to explore the possibilities by immerse ourselves in burgeoning areas and technolo- on actions we can take to make our business more learning from creative thinkers who shared their gies that are reshaping the world such as data privacy, sustainable. We extend this commitment beyond our ideas and insight from both inside and outside social media, blockchain, and artificial intelligence. firm by globally supporting our clients in achieving the legal lens. Legal insights, client alerts, virtual webinars, blogs, their sustainability goals. We work with many clients podcasts, videos, and on-demand CLE are regularly to develop policies that drive innovation and thought updated and readily available on our website. leadership in sustainability. 28 | 2022 Global Corporate Practice Transaction Highlights KLGATES.COM | 29
K&L Gates is a fully integrated global law firm with lawyers and policy professionals located across five continents. For more information about K&L Gates or its locations, practices and registrations, visit klgates.com. This publication is for informational purposes only and does not contain or convey legal advice. The information herein should not be used or relied upon in regard to any particular facts or circumstances without first consulting a lawyer. 22665 ©2022 K&L Gates LLP. All Rights Reserved.
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