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REPRESENTATIVE EXPERIENCE

Private Equity Transactions

Represented Laborie Medical Technologies, Inc. and closed a two-step tender offer and back-end merger in its $214 million acquisition of Cogentix Medical, Inc., a global medical device company that develops, manufactures, and markets products for the minimally invasive treatment of voiding dysfunctions and endoscopy solutions based in Minnesota. Headquartered in Ontario, Canada, Laborie Medical Technologies, Inc. engages in the development, manufacturing, and marketing of medical devices and disposables in urology, gynecology, and colorectal fields for the diagnostic and treatment of disorders. 

Acted for the management team of Weir Group PLC’s Flow Control division on its £275m sale of the division to First Reserve—a leading global private equity investment firm focused exclusively on energy. Weir Group Plc’s Flow Control division provides highly engineered pumps, valves and other solutions used in downstream, midstream, utility and industrial sectors, as well as related aftermarket parts and services. First Reserve is a leading global private equity investment firm focused exclusively on energy. 

Advised Naked Wines Plc on the sale of the entire issued capital of Lay & Wheeler Limited and Vinotheque Holdings Limited, which together constitute the Lay & Wheeler business unit. The sale represents an important milestone in the evolution of the Naked group, freeing up capital and resources for Naked to pursue other significant growth opportunities ahead. Lay & Wheeler is one of the UK’s most prestigious wine merchants and has been a leading name in the global fine wine trade since 1854. 

Advised leading global investment firm KKR on its sale of European Locomotive Leasing (ELL) to a consortium made up of AXA Investment Managers - Real Assets acting on behalf of its clients and Crédit Agricole Assurances. ELL is a leading pan-European provider of leasing solutions for electric locomotives that was established in 2014 with the support of KKR’s first infrastructure fund KKR Global Infrastructure Investors. K&L Gates advised KKR on both ELL‘s formation and a series of subsequent financings for the company, with ELL since having built a fleet of more than 150 locomotives leased to over 20 customers in continental Europe under long-term contracts. 

Advised ESO Capital Partners UK LLP on the acquisition of, and investment into, Arcus Solutions (Holdings) Limited and its subsidiaries including Arcus FM, a market-leading tech-enabled integrated facilities management provider. The deal was structured as the financing of a management buyout. Teams from both the corporate and finance practice groups advised ESO on both the acquisition and investment workstreams and management rollover piece. The transaction also involved advising on the reworking of an existing joint venture arrangement between the target group and Sainsbury's Supermarkets Limited. 

Represented a client in selling to a Hong Kong based private equity fund in a Hong Kong company which holds shares in a Chinese company quoted on the National Equities Exchange and Quotations System in China.

Advised a subsidiary of Goldman Sachs & Co as lead investor in the Series C and Series C-1 Preferred Stock Financing of California-based Nav Technologies, Inc., a leading online platform providing small business owners streamlined access to financing. 

Advised a subsidiary of Goldman Sachs & Co as lead investor in a $25M Preferred Stock financing of Veem Inc., a leading California-based online global payments platform allowing businesses to send and receive payments in local currency worldwide, using SWIFT, treasury and cryptocurrency, typically Bitcoin.

Represented European lead investor Apax Digital in connection with a Series B preferred financing of Wizeline, Inc. Wizeline is an intelligent software delivery and product company that builds engaging customer experiences, structured as a C-corporation for purposes of raising funds but its workforce is based in Mexico. Headquartered in London, Apax Partners LLP is an international private equity firm. 

Advised Watermill Group portfolio company Cooper & Turner on its acquisition of French company Beck Industries—a manufacturer and distributor of high-performance bolting components. Watermill Group is the leading U.S.-based private equity investment services company. Cooper & Turner, a global manufacturer and distributor of high-strength, large diameter fastener systems for can’t-fail fastening applications, is headquartered in the United Kingdom. The combination of complementary businesses resulted in the first truly global manufacturer of safety-critical fasteners with services spanning all key production processes, enabling the supply of products from strategically positioned facilities throughout Europe, North America, Asia, and North Africa.

Represented Carousel Capital Partners, a private investment firm based in Charlotte, NC, in connection with its recapitalization and leveraged acquisition of PB Holdings, LLC and its subsidiaries (collectively, “ProcessBarron”), a leading provider of air handling and materials handling equipment. The acquisition was funded with equity investments from Carousel Capital Partners V, L.P. and various co-investors, and debt financing consisting of a senior secured credit facility from Antares Capital LP, as administrative agent, and an unsecured term loan from GoldPoint Capital. 

Represented Newark-based Aerofarms and its parent Dream Holdings, Inc. in a reorganization from an LLC to a C-corporation and raising a US$35 million Series D preferred stock financing.  Aerofarms is a leader in indoor commercial farming, using patented technology to grow without sun or soil in controlled, indoor “aeroponic” growing towers in reclaimed industrial space in or near large population centers, resulting in shorter transportation time from seed to mouth, and using less water and improving land yields over traditional farming methods. The Series D financing round was co-led by investors from Dubai, London and the U.S. and included an MOU with the lead investor for a future joint development project using the Aerofarms’ technology in Dubai and the Middle East. 

Represented Patricia Industries, a subsidiary of Investor AB (IAB), a Swedish investment company, in its sell-down of 75,617,838 shares in NSFocus Information Technology Co. Ltd. , an internet and application security company, to TUS Science & Technology Service Group, a Chinese technology service company, pursuant to a share transfer agreement.  IAB is the single majority shareholder and a foreign strategy investor of NSFocus. Due to K&L Gates' offices and scale in our China and Hong Kong offices, we had the ability to manage a non-China investor’s sell down of shares on the Shenzhen Stock Exchange in a relatively short process.

Represented California-based Ener-Core, Inc. (OTCMKTS:ENCR), a developer and licensor of innovative gas conversion technologies for global commercial and industrial facilities, in its private placement of unregistered convertible senior secured promissory notes and warrants. 

Advised Capitala and managed funds on its leveraged acquisition of Source Support Services, Inc., a global provider of outsourced technical product support services, from founders Mark and Patricia Oldfield, at a base purchase price of $41,600,000. The financing consisted of a $15,000,000 senior secured term loan credit facility from Siguler Guff Skyfall Debt Holdings, LLC, as administrative agent. 

Represented Ridgemont Equity Partners and its portfolio company, REP TI Holdings, LLC, in its sale to affiliates of Gryphon Investors.  REP TI Holdings is the parent of Transportation Insight, LLC, a provider of asset-lite enterprise logistics and transportation brokerage services.  Gryphon Investors is a leading private equity firm based in San Francisco.  

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