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Practice Areas & Industries: Parr Brown Gee & Loveless, A Professional Corporation

 



Parr Brown Gee & Loveless, A Professional Corporation

Mergers and Acquisitions Return to Practice Areas & Industries

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Practice/Industry Group Overview

Parr Brown’s Mergers and Acquisitions Team represents public and closely held companies on both the buy-side and the sell-side of the transaction.  The firm represents clients in a broad range of industries including medical and pharmaceutical, construction, intellectual property, aviation and mining. The firm’s services include helping clients with complex/strategic mergers, acquisitions, dispositions of businesses and their assets as well as leveraged buyouts and recapitalizations, proxy contests, stock swaps, rollups, equity transactions, tender offers, asset exchanges, business restructuring, spin-offs, and legal due diligence for merger and acquisition targets.

REPRESENTATIVE TRANSACTIONS 

CLIENT
(INDUSTRY)
TRANSACTION DESCRIPTION DEAL VALUE
Barrick Gold Corporation (Gold mining) Acquisition of Cortez Mine joint venture interest from Rio Tinto plc. $1.7 billion
SkyWest, Inc.
(Airline/Transportation)
Acquisition of outstanding stock of Atlantic Southeast Airlines, Inc. from Delta Airlines $425 million
($1.7 billion w/debt assumption)
VitalStream Holdings
(Streaming digital media)
Sale of VitalStream to Internap Network Services $217 million
EMIT Water Discharge Technologies
(Water treatment technology)
Sale of EMIT to Exterran Holdings, Inc. $110 million
Nevada Chemicals, Inc. (Chemicals) Sale (by public tender offer and merger) to Oaktree Capital Management $94 million
Kinross Gold Corp. (Gold mining) Acquisition of Crown Resources $210 million
Huntsman Corporation
(petrochemical products manufacturer)
Representation in numerous domestic and international transactions $ withheld
Arkona
(Software solutions)
Public tender offer by, and merger with, Dealer Track Holdings $62 million
Unishippers Association
(Freight shipping)
Leveraged buyout by BB&T Capital Partners $ withheld
Hanson PLC
(International building materials supplier)
Acquisition of Eagle Precast. and manufacturing plant $36 million
Access Communications
(Telecommunications)
Sale of Access Communications, Inc. to McLeod USA $237 million
SBI Holdings, Inc.
(Enterprise-wide solutions)
Sale of business divisions to aQuantive, Inc. $160 million
Ceramatec, Inc.
(Research & development)
Sale to Keystone Holdings $ withheld
SBI and Company
(Enterprise-wide solutions)
Acquisition of Lante Corporation $40 million
Itera, Inc.
(software solutions)
Sale to IS Holdings, II, Inc. $ withheld
Recreation Systems, Inc.
(Manufacturing)
Sale to Drew Industries $29.5 million
PRWeb International, Inc. Sale of assets to Vocus, Inc. $28 million
Sizzling Platter, Inc.
(Restaurants)
Sale of majority interest to Valor Equity Partners $ withheld
Franklin Covey Co.
(Leadership/Time Management)
Merger of Franklin Quest and Covey Leadership Center to form Franklin Covey Co. $140 million
Franklin Covey Co.
(Leadership/Time Management)
Sale of Premier Agendas, Inc., subsidiary $165 million
Salt Lake Stingers
(AAA Baseball Team)
Sale to Larry H. Miller Baseball, Inc. $ withheld
Woodside Homes
(Construction)
Acquisition of Kenco Homes and Pilot Land Development Company $ withheld
SportsWest, LC
(Broadcasting)
Purchase of sports broadcasting network $ withheld
AMSCO Windows
(Manufacturing)
Buyout of managing partner’s interest $ withheld
Harris Research, Inc.
(Franchising)
Acquisition by Summit Partners $98 million
SBI & Company
(Enterprise-wide solutions)
Tender offer and cash merger to acquire Razorfish $8.5 million
Nevada Chemicals
(Chemicals)
Sale of civil explosives services and supply business $21 million
Nu Skin Enterprises
(Personal care products)
Acquisition of Caroderm $4 million
Lofthouse Foods
(Bakery goods)
Sale to Ralcorp Holdings $ withheld
SOS Staffing Services
(Temporary services)
Acquisition of 14 staffing companies $64.5 million
EFI Electronics Corporation
(Electronics)
Merger $13 million

INDUSTRY EXPERIENCE

The firm has particular experience completing transactions for the following industries:

Airline, Chemical, Retail, Telecommunications, Software, Information and Business Services, Manufacturing, Restaurants, Candy, Construction, Healthcare, Advertising, Mining, Medical, Electronics, Financial Services, Hospitality and Resorts, Broadcast Media


 

Services Available

Services include:

Mergers & Acquisitions 

  • Design, planning and implementation strategies for both acquirers and potential acquisition targets in domestic and cross-border transactions.
  • Structure of industry "roll-up" transactions.
  • Representation of buyers and sellers in the sale and leveraged buyout of closely held businesses.
  • Preparation of joint venture agreements and equity investments.

Commercial Financing

  • Documentation and structure of commercial finance options.
  • Asset-based loan transactions.
  • Analysis and negotiation assistance to creditors and debtors in restructuring real estate and other asset based non-performing loans, leases and other financing vehicles.

Securities

  • Registration, reporting, and compliance under federal and state securities laws and regulations.
  • Privatization of public companies.

Employment

  • Assistance with the employee benefit aspects of mergers and acquisitions.
  • Consultation with respect to executive employment agreements, consulting agreements and change in control agreements.

Real Estate

  • Counsel on the financial and tax benefits through structuring or restructuring ownership interests and debt in connection with real property transactions.
  • Environmental aspects of business transactions including due diligence, environmental audits and title reviews.

Taxation

  • Advice on taxation and tax planning under state and federal laws for acquisitive and divisive reorganizations
  • Guidance on taxable asset and stock sales.
  • Tax advice on leveraged buy outs and acquisitions through joint venture entities.
  • Assistance with restructuring partnership capital and debt.
  • Assistance with partnership real estate transactions.

 

Clients:
SkyWest, Inc., Kinross Gold, Nature's Sunshine Products, Merit Medical Systems, Sports Capital Partners, Workers Compensation Fund, Huntsman International, Altair Nanotechnologies

 
 
Languages spoken by Mergers and Acquisitions Professionals
German, Spanish