Among the mergers, acquisitions and finance deals our attorneys have worked on, we represented:
Gordon Pointe Acquisition Corp.
A publicly traded special purpose acquisition company in its merger with HOF Village, LLC, the owner of the multiuse sports, entertainment and media destination centered around the Pro Football Hall of Fame in Canton, Ohio, to create the Hall of Fame Resort & Entertainment Company.
Applied Technical Services Corporation
A privately held company that provides end-to-end electronic manufacturing services in its sale to Creation Technologies, a Canada-based provider of total electronics product lifecycle solutions.
STP Investment Services, LLC
A leading provider of middle office and investment operations outsourcing, fund services and financial technology solutions in its acquisition of Accusource, LLC, a provider of outsourced back office reconciliation, data migration, performance validation, general ledger integration and state digitization services in the investment management industry.
NewSpring Capital, LP
A health care venture capital firm in its $5 million investment in Philadelphia Urgent Care Management, Inc. d/b/a Vybe Urgent Care, a chain of full-service urgent care centers, which has grown across the Philadelphia area following NewSpring Capital’s investment. Fox has represented NewSpring Capital through several deals, including a $4 million investment in RightCare, a company focused on improving patient outcomes and reducing readmissions.
Imricor Medical Systems
A U.S.-based designer, manufacturer and distributor of medical devices specific to the treatment of heart arrhythmias, as counsel in its IPO on the Australian securities exchange.
Imricor raised a total of A$29.7 million, including A$12.1 million in the IPO and additional revenue from the issue of CDIs.
First Community Bankshares, Inc.
A Virginia-based financial holding company in the preparation and planning of its merger agreement with Highland Bankshares, Inc., located across North Carolina, Tennessee and Virginia. The firm handled diligence, board governance and tax issues for the combination, which is projected to total more than $2.8 billion in consolidated assets.
The deal is expected to be consummated in the fourth quarter of 2019.
Horizon Facilities Services, LLC
A logistics and facilities services company and its subsidiaries, Managed Labor Solutions, a leading provider of full-service logistics to rental car agencies and Professional Maintenance Co., Inc., a prominent Mid-Atlantic janitorial services firm, in an acquisition by Slate Capital Group, a private equity investment group.
The terms of the deal were not announced.
KDC Solar LLC
A leading operator of commercial and industrial solar installations in New Jersey, in its sale of a 75.2 megawatt solar portfolio to CleanCapital, an industry-leading clean energy investment platform.
The terms of the deal were not announced.
Radiology Affiliates Imaging, Inc.
A 60-physician, sub-specialized radiology practice serving New Jersey, Pennsylvania and Delaware that performs a million procedures each year, in its practice partnership with Radiology Partners, the largest physician-led and physician-owned radiology practice in the United States.
O’Reilly Automotive, Inc.
A leading retailer in the automotive aftermarket industry in its acquisition of substantially all of the auto parts-related assets of Bennett Auto Supply, a privately held automotive parts supplier operating 33 stores in southern Florida. The firm handled the acquisition, corporate and real estate work for the deal, which closed in January 2019. Terms were not announced.
Quantum Global Technologies LLC
A leading provider of ultra-high purity outsourced parts cleaning, process tool part recoating, surface treatment and analytical services to the semiconductor and related industries in its approximately $342 million sale to Ultra Clean Holdings, Inc. (NASDAQ: UCTT).
The all-cash deal closed August 27, 2018.
QualTek USA LLC
A leading provider of turnkey solutions, including engineering, installation, fulfillment and program management, to the North American telecommunications and power sectors. Represented leadership team in a management buyout, in partnership with Brightstar Capital Partners, that closed on July 18, 2018.
Terms of the deal were not announced.
Big Ass Solutions
A leading manufacturer of high-volume, low-speed industrial fans, lights, and control systems that also serves commercial and residential markets, in its acquisition by Lindsay Goldberg, a private equity firm.
The deal, valued at $500 million, was announced on December 22, 2017.
Entellus Medical Inc.
A medical device maker, in its acquisition by Stryker Corp. via a stock purchase deal valued at approximately $662 million. Entellus Medical Inc., based in Plymouth, Minnesota, makes devices doctors use to treat chronic sinusitis. Stryker Corp., based in Kalamazoo, Michigan, is one of the world’s largest med-tech companies.
The deal was announced on December 7, 2017.
Fantasy Labs Inc.
A daily fantasy sports analytics and tools company, in its acquisition by The Action Network, a sports analysis and media company formed by The Chernin Group. As part of the deal, The Chernin Group also purchased sports betting analytics companies Sports Insights and SportsAction, and hired Chad Millman, formerly of ESPN, as head of content. The Chernin Group made a simultaneous primary capital investment in The Action Network to build out the management team and brand to offer an all-encompassing subscription and editorial platform for sports speculators and fantasy sports players.
Terms of the deal, which closed September 30, 2017, were not disclosed.
A Fairless Hills, Pennsylvania-based provider of parking lot and street sweeping services to the Mid-Atlantic region for more than 45 years, in its acquisition by Sweeping Corporation of America, a portfolio company of Soundcore Capital Partners.
The deal, terms of which were not disclosed, closed on July 31, 2017.
Novasep Holding SAS
A leading supplier of manufacturing solutions for the life science industries in the sale of its U.S. subsidiary, TangenX Technology Corporation, to Repligen Corporation (NASDAQ: RGEN), a life sciences company focused on bioprocessing technology.
The all-cash transaction of $39 million closed on December 15, 2016.
A world-renowned leader in the provision of electronic Trial Master File (eTMF) systems and services to the life science industry in the company’s majority shareholder acquisition by Vitruvian, an independent private equity firm that specializes in middle-market investments.
The deal closed in December 2016.
Lasko Holdings, Inc.
The largest provider of portable fans and heaters in the United States in the company’s acquisition by Comvest Partners and JW Levin Management Partners (JWLMP).
The deal closed in November 2016. The financial terms of the deal were not disclosed.
Mid-Atlantic Corporate Federal Credit Union
A corporate federal credit union in its reverse merger with First Carolina Corporate Credit Union. Obtained a no-action determination for HSR purposes from the FTC, which is rare for a merger of this size in this industry.
The deal was completed on October 1, 2016, and the combined entity, Vizo Financial, has more than $4 billion in assets.
NeuWave Medical, Inc.
A privately held medical device company that manufactures and markets minimally invasive soft-tissue microwave ablation systems, through a major acquisition by Ethicon Endo-Surgery, Inc., a medical device company, which is part of the Johnson & Johnson family of companies. Financial terms of the transaction, which closed on April 13, 2016, have not been disclosed.
PuraCap Pharmaceutical LLC
A New Jersey-based fully integrated pharmaceutical company, and its parent company Humanwell Healthcare Group Co., Ltd. (SHA: 600079), a China-based life sciences company, in their $550 million acquisition of Epic Pharma, LLC. The acquisition will further establish Humanwell and PuraCap in the U.S. generics market and expand their existing commercial and manufacturing capabilities. The deal was announced on March 31, 2016. Under the terms of the agreement, the acquisition is subject to certain conditions, and the transaction is expected to close in the second quarter of 2016.
As New Jersey regulatory counsel in the Ireland-based online company’s recent multibillion-dollar merger with UK-based Betfair to create Paddy Power Betfair PLC, the world’s largest public online betting and gaming company. The combined companies have a gross revenue of $1.65 billion and profit before tax of $327.8 million. The deal closed on February 1, 2016.
MGM Resorts International (NYSE: MGM)
As Maryland regulatory counsel for the financing of MGM National Harbor, LLC, a new casino destination in Prince George's County, Maryland. The new $1.3 billion project will create thousands of local jobs and bolster the regional economy. The deal was announced on February 1, 2016 and is expected to be completed by the end of 2016.
RestorGenex Corporation (OTCQX:RESX)
An Illinois-based public specialty biopharmaceutical company, in its merger with Virginia-based Diffusion Pharmaceuticals, a privately held clinical stage biotechnology company. The all-stock transaction closed on January 8, 2016.
Healthcare Providers Insurance Exchange (HPIX)
A top 10 insurer of physician commercial medical professional liability in the Mid-Atlantic, in an acquisition in which HPIX’s rights, title, interests and policies were acquired by Medical Mutual Insurance Company of North Carolina, a leading provider of medical professional liability for physicians in the Southeast. The acquisition closed on January 1, 2016.
Aqua America, Inc. (NYSE: WTR)
One of the largest U.S.-based, publicly traded water utilities, in its Pennsylvania subsidiary’s acquisition of Superior Water Company, Inc. The deal closed on January 1, 2016.
M&Q Plastic Products
A family-owned company, in the sale of its operating affiliate, M&Q Packaging Corp., a manufacturer of innovative, proprietary high-temperature resistant thermoplastic nylon and polyester films, to an affiliate of Capital Partners, a private investment firm. The sale closed on December 31, 2015.
Bix Produce Company, LLC
A leader in specialty produce distribution throughout the Twin Cities metro area, greater Minnesota, Western Wisconsin, and Fargo, ND, in the sale of 100 percent of its membership interest to a private equity firm. The deal closed on December 21, 2015.
Automotive Service, Inc.
A family-owned-and-operated fuels and lubricants distributor, in its acquisition by RelaDyne, one of the nation’s leading providers of lubricants, fuel, diesel exhaust fluid and industrial reliability services. ASI will strategically expand RelaDyne’s geographic footprint further into Eastern Pennsylvania and upstate New York, providing additional avenues for lubricant and fuel sales as well as expansion of industrial reliability solutions. The deal closed on December 17, 2015.
A premium organic food company, in its sale of Series A Preferred Stock. The financing closed on December 17, 2015.
ReliefBand Technologies LLC
A digital neurotechnology company that provides leading edge personalized medical treatment, in a $5 million Series A funding. The round was led by PathoCapital, a Chicago-based specialty health care fund. The investment will fuel the consumer market introduction of the Company’s digital, FDA-cleared, wearable device for the drug-free treatment of nausea. The financing closed on December 15, 2015. The Company’s technology was originally developed by Abbott Laboratories as part of its suite of oncology products.
A chemistry and bioconjugation company based near Philadelphia, in its acquisition by Abzena plc (AIM:ABZA), a British life sciences technology and services company, for $15 million. Under the terms of the deal, Abzena acquired TCRS for $8.8 million in cash, $1.5 million in assumed debt and the remainder in stock. The transaction closed on December 11, 2015.