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In Brief: A Digest of Corporate Mergers & Acquisitions Projects

Client Success
  • $2.3 billion merger of Applebee’s International with IHOP Corp.*
  • $1.4 billion recapitalization and development joint venture for John Q. Hammons, including going private merger with John Q. Hammons Hotels Inc.*
  • $1.3 billion merger of Illuminet Holdings with VeriSign.*
  • $1.2 billion merger of American Italian Pasta Co. with Ralcorp Holdings Inc.*
  • $660 million sale of Block subsidiary RSM McGladrey Inc. to McGladrey Pullen LLP.
  • $610 million acquisition of assets and subsidiaries from Georgia-Pacific Corp. by Koch Cellulose LLC (commercial deal counsel).
  • $455 million membership interest purchase agreement of National Beef Packing Co. by JBS Swift and $560 million refinanced debt.
  • $333 million sale of Minnesota natural gas utility operations by Aquila Inc.*
  • $315 million sale of Michigan natural gas utility operations by Aquila Inc.*
  • $311 million acquisition of three hospital system in the Midwest.
  • $280 million acquisition by Block of its largest franchisee with operations in Texas, Oklahoma and Arkansas.*
  • $257 million sale of 12 independent power projects by Aquila Merchant Services Inc.*
  • $228 million purchase by CorEnergy Infrastructure Trust Inc. of a liquids-gathering system financed through a public stock offering, credit facility and co-investment.
  • $178 million acquisition by West Corp. of Worldwide Asset Management.*
  • $169 million merger of Green Plains Renewable Energy Inc. with Global Ethanol.*
  • $150 million merger of the Kansas City Board of Trade with CME Group.
  • $140 million acquisition of assets and mortgage loan portfolio from Oak Street Mortgage LLC by NovaStar Mortgage Inc.*
  • $140 million sale of Sierra Pacific Power's California electric distribution and generation assets to California Pacific Electric Co.
  • $115 million sale of merchant power plant by NRG Energy Inc.
  • $110 million sale of Americast Technologies Inc.
  • $110 million sale of Collins Industries Inc.*
  • $100 million going private transaction of Morton Industrial Group Inc.*
  • $100 million merger of Industrial Tooling and Fabrication LLC and Metal Tooling Holdings Inc. into Detroit Tool Metal Products Co.
  • $44 million acquisition by Commerce Bancshares, Inc., of Summit Bancshares Inc.*
  • *Involved a public company.
  • Lead counsel for airline in connection with cross-border sale-leaseback of multiple aircraft with aggregate transaction value of approximately $200 million.
  • Represented Monterey Gourmet Foods Inc. as it was acquired by Korean company Pulmuone Holdings Co. The $50 million transaction was structured as a tender offer followed by a short-form merger.
  • Advised one of North America’s largest less-than-truckload shippers in the sale of a division.
  • A Husch Blackwell team assisted Associated Wholesale Grocers Inc. (AWG) in the purchase of 43 grocery stores formerly operated by Belle Foods Inc. Based in Birmingham, Ala., Belle Foods filed for bankruptcy on July 1, 2013, and obtained court permission to market and sell its assets. AWG worked with its retail members to assemble a bid that encompassed the largest possible group of stores at the highest price with the fewest contingencies. After weeks of negotiation, AWG was declared the stalking horse bidder, and the bankruptcy court approved a bid of $16.25 million plus inventory on Sept. 27, 2013.
  • In a $39 million transaction, a Husch Blackwell team guided the purchase of a Midwest fertilizer and grain company by an investment fund. Our team represented the trustee of the employee stock ownership plan (ESOP) that was the majority shareholder of the seller.
  • A Husch Blackwell team represented several private equity funds in forming a new entity that completed a $15 million acquisition of a company that sells replacement parts and attachments for folklifts. In addition, prior to the acquisition, the team assisted the new entity in leasing facilities in Kansas for business operations.
  • A Husch Blackwell team represented CorEnergy Infrastructure Trust Inc. in its purchase of a $228 million liquids gathering system near Pinedale, Wyo., where one of the top five natural gas fields in the United States is located. To complete the acquisition, we contemporaneously negotiated and documented a $78 million public stock offering led by Bank of America Merrill Lynch, a $70 million credit facility from KeyBank, and a $30 million co-investment from a subsidiary of Prudential Insurance. The purchased system was then leased back to the seller, Ultra Petroleum Corp. Completion of the transaction before the end of the year allowed CorEnergy of Leawood, Kan., once known as Tortoise Capital Resources Corp., to achieve its unique transition from a business development company to a real estate investment trust.
  • A Husch Blackwell team advised Tortoise Capital Resources Corp. of Leawood, Kan., in connection with an agreement by TTO to sell its interest in a power transmission line for $7.7 million. The transaction transferred ownership of Tortoise Capital’s 40 percent stake in the Eastern Interconnect Project (EIP) to the Public Service Company of New Mexico. The EIP is a 216-mile, 345-kilovolt bulk power transmission line and related equipment and substations, and the sale is expected to occur in April 2015 when the New Mexico company’s lease of the 40 percent interest expires. The negotiation of the end-of-lease purchase was prompted in part by a directive from the Federal Energy Regulatory Commission (FERC), which wanted to know who would provide transmission service over the leased portion of the EIP after the lease expires.
  • In the highly negotiated transaction valued at $47 million, our team guided PhoneFactor as it first merged with a subsidiary of Microsoft and then emerged as the surviving entity.
  • In a baseball deal negotiated by Husch Blackwell, a Triple-A team will be moving to El Paso, Texas. We represented MountainStar Sports Group in its $20 million purchase of the Tucson Padres and also negotiated a development agreement and lease with the City of El Paso for a $50 million downtown stadium.
  • A team of Husch Blackwell attorneys advised the Kansas City Board of Trade (KCBT) in its acquisition by CME Group Inc. The 156-year-old trading organization was the world’s largest exchange for hard red winter wheat.
  • Husch Blackwell completed negotiations in a $100 million transaction on behalf of a joint venture led by Israel based Modiin Energy Limited Partnership and Adira Energy Israel Ltd.
  • Husch Blackwell led a five-party, three-step transaction for Toronto-based Algonquin Power Utilities Corp. involving four wind farms in four states: A $284 million acquisition by Algonquin of a controlling interest in an approximately $557 million joint venture with Spain’s Gamesa, a leading wind turbine manufacturer; a second joint venture by that entity with JP Morgan and Morgan Stanley, which will contribute approximately $360 million, largely in exchange for tax benefits; the negotiation of turbine supply agreements (warranties) and 20-year operating agreements for each of the wind facilities; and project-financed energy hedges, which establish a fixed price for the power and what is essentially a $35 million working capital facility to account for variations in wind energy production.
  • Represented a large group of anesthesiologists in connection with a $90 million sale to a publicly traded healthcare system.

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