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REPRESENTATIVE EXPERIENCE

Mergers and Acquisitions

Represented Hudson Clean Energy Partners and Stafford Capital Partners in connection with the $298 million sale of 100% of the equity interests of Eagle Creek Renewable Energy, who owns and operate high-quality hydroelectric facilities throughout the United States, to Ontario Power Generation (OPG), Canada’s largest electricity generator. Our corporate/M&A team served as lead deal counsel, coordinating the transaction on behalf of four selling parties, including one in Canada and one in Australia.

Represented Federated Investors, Inc., one of the largest investment managers in the United States, on its acquisition of a 60% interest in Hermes Fund Managers Limited, a London headquartered asset manager providing investment management and stewardship services. Hermes is a well-known pioneer of integrated environmental, social, and governance (ESG) principles-based investing. Federated acquired the stake from BT Pension Scheme for a total purchase price of approximately $340 million. The transaction represented a significant multi-jurisdictional expansion for both Federated and Hermes. The acquisition provides Federated with an increasing number of equity and fixed income options, along with opening up new geographic markets for Federated by leveraging Hermes’ strong client base in Europe and Asia. Hermes  gained new substantial distribution opportunity into the U.S. market where the ESG investing model continues to grow and define new product development. 

Represented New Green Power Co., Ltd and J&V Energy Technology Co., Ltd, both Taiwan based companies engaged in solar energy project investment and construction, in the sale of 100% of the shares of solar assets in their portfolio comprising 14 projects in Taiwan, to BlackRock Real Assets. BlackRock Real Assets is a Los Angeles, CA based company who provides a range of investment and risk management services to institutional and retail clients worldwide. Also represented the clients in the negotiation of related post-closing long term commercial agreements.

Represented Hexagon AB in its acquisition of AutonomouStuff, a global supplier of integrated autonomous vehicle solutions. K&L Gates’s representation required the involvement of numerous offices and many subject matter experts, including with respect to antitrust, employment benefits, intellectual property, labor, M&A, real estate, tax, transportation regulation.

Advised Evoqua Water Technologies on an agreement to divest its Memcor membrane product line to DuPont Safety & Construction. K&L Gates provided legal support on four continents on this complex, cross-border carveout transaction. The transaction is expected to close in Q4 2019, subject to receipt of regulatory approvals and other customary closing conditions.  

Represented IPEX, a Canadian-headquartered manufacturer of thermoplastic piping systems, in its cross-border acquisition of Silver-Line Plastics, a U.S.-based manufacturer of plastic pipe products that operates state-of-the-art production facilities in North Carolina, Oklahoma and Florida. With this acquisition, IPEX will increase its market position in the U.S. with an expanded product portfolio serving a broader client base.  

Represented Vigor, a leading US-based company engaged in shipbuilding and repair and complex fabrication, on the sale of 100% of the outstanding membership interests of Vigor (held by four separate sellers) to private equity firms The Carlyle Group and Stellex Capital Management. The transaction was part of a combined purchase by the buyer of both Vigor and Marine Hydraulics International, a Virginia-based major marine repair and conversion contractor.

Advised Kaman Corporation in connection with the carve-out disposition of its industrial distribution business to Littlejohn & Co., a middle market private equity firm, for $700 million in cash, excluding working capital adjustments.  K&L Gates worked closely with Kaman and its financial advisors (Robert W. Baird & Co. and J.P. Morgan) to complete this transaction following an auction process.

Advised Confluence Technologies, Inc. on its acquisition of the entire issued share capital of StatPro Group plc by Ceres Bidco Limited, a wholly owned subsidiary of Confluence, by way of a court-approved scheme of arrangement. The offer values the entire issued and to be issued share capital of StatPro at approximately £161.1 million on a fully diluted basis. Confluence is ultimately controlled by funds managed and advised by TA Associates and offers financial services data management software platforms. StatPro Group is a publicly traded company on London Stock Exchange's AIM market that provides cloud-based portfolio analytics, asset data services and data management tools for the global asset management industry and asset management service providers.

Represented II-VI Incorporated, a global leader in engineered materials and optoelectronic components, in its acquisition of leading optical communications developer, Finisar Corporation, in a cash and stock transaction valued at approximately $3.2 billion, and in II-VI’s related $2.4 billion syndicated acquisition financing. The strategic merger creates a new company that will be positioned to take a primary role in developing and manufacturing next-generation technologies used in new markets such as 5G telecommunications, 3D sensing, cloud computing, and autonomous and electric cars.  

Represented Patricia Industries, a part of Investor AB, on the acquisition of a majority stake in health care product specialty distributor Sarnova Holdings, Inc. from Water Street Healthcare Partners and Sarnova founder Matthew D. Walter. The acquisition consisted of Patricia Industries injecting USD$513 million in equity financing for an 86 percent ownership of Sarnova. The remainder of the enterprise value has been financed by external debt and equity participation from Water Street Healthcare Partners, Matthew D. Walter, and Sarnova’s management group and board of directors. 

Representing Shoptalk, the leading nextgen commerce event, on a variety of legal matters. We have also represented its founder, Anil Aggarwal, on several additional ventures/exits including the sale of Money20/20, the leading FinTech conference focused on the payments industry, to i2i Events Top Right Group; the sale of TxVia to Google; and the sale of Clarity Payment Solutions to TSYS. 

Advised Watermill Group portfolio company Cooper & Turner on its acquisition of Beck Industries, a manufacturer and distributor of high-performance bolting components. As one entity, the company is the first global manufacturer of safety-critical fastening applications with services spanning all key production processes, enabling the supply of products throughout Europe, North America, Asia, and North Africa. Due the varying and numerous jurisdictions of Beck Industries’ subsidiaries, K&L Gates was uniquely situated to manage the transaction on a wholesale basis, which resulted in deal efficiency and resulted in providing wholesale solutions for issues that arose in the transaction.

Represented Microsoft in connection with its US$1 billion equity investment in OpenAI, a company striving to develop secure, trustworthy and ethical artificial general intelligence (AGI) to serve the public.  With the investment, Microsoft and OpenAI have partnered to further extend Microsoft Azure’s capabilities in large-scale AI systems. 

Advised Nova Satra DX Pte. Ltd. (NSDX), a molecular diagnostics and life sciences company, in relation to their US$72 million merger with INEX Innovations Exchange Pte. Ltd. (INEX). The transaction resulted in the restructuring of the INEX group in which NSDX is now a part of INEX Innovate, one of Southeast Asia’s largest med-tech specialist companies in cancer research and development.

Represented Shoptalk Commerce, LLC and Groceryshop, LLC, the leading United States conferences for the retail, grocery, and consumer packaged goods industries, in connection with their sale to the Hyve Group PLC, a United Kingdom public company, for $145 million.  The transaction also included the entrance into a software licensing arrangement with Personatech, Inc. 

Advised Continental Aktiengesellschaft (Continental), and its Australian subsidiaries, on the acquisition of the Wesfarmers owned Kmart Tyre and Auto Services network (KTAS) which was subject to the parties receiving approvals from the Foreign Investment Review Board (FIRB) and the Australian Competition and Consumer Commission (ACCC). This was awarded M&A Deal of the Year (Over $250M to $500M), 2019 at the 11th Annual International M&A Awards hosted by The M&A Advisor. 

Represented Carousel Capital Partners, a private equity investment firm, in connection with its acquisition of ProcessBarron and related equity and debt financings. ProcessBarron is 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 provided by third-party lenders.
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