Manatt s Corporate & Finance

Transcription

1 CORPORATE & FINANCE 2013 REPRESENTATIVE TRANSACTIONS Q. A. Who sees opportunity in every swing of the business cycle? Manatt. Corporate & Finance.

2 Finding opportunities in an improved economy.

3 Corporate & Finance Transactions Hanley-Wood 1st- and 2nd-Lien Financing NextWave Wireless Sale to AT&T $105 million $600 million Counsel to Hanley-Wood, a Portfolio Company of Oaktree Capital Management January 2013 Counsel to Seller's Financial Advisor, Moelis & Company January 2013 Actuate Corporation Financing Credit Heliae Technology Holdings Acquisition of 40 Percent of Triton Algae Innovations $50 million Counsel to Actuate Corporation February 2013 Counsel to Investor, Heliae Technology Holdings March

4 Erickson Acquisition of Evergreen Helicopters $250 million MANN+HUMMEL GmbH Purchased the Remaining 50 Percent Interest in Purolator Filters NA from Bosch 's Financial Advisor, Houlihan Lokey March 2013 March 2013 Yale-New Haven Hospital Fixed-Rate Tax-Exempt, Variable-Rate Tax-Exempt and Taxable Bond Issue $232 million American Alliance Dialysis and Its Principals in Financing and Acquisition of a Chain of Dialysis Centers in Puerto Rico Counsel to Borrower, Yale-New Haven Hospital March 2013 Counsel to American Alliance Dialysis April 2013 Sutter Health Bond Transactions BMG Rights Management Acquisition of Famous Music and Virgin U.K. Catalogs $750 million Counsel to Sutter Health April 2013 May

5 Hanley-Wood Add-on Term Loan Financing Mogreet Sale to Mobile Messenger $40 million Counsel to Hanley-Wood, a Portfolio Company of Oaktree Capital Management May 2013 Counsel to Seller, a Portfolio Company of DFJ Frontier and Black Diamond Ventures May 2013 Adaptive Media Sale to Mimvi Avidbank Holdings Private Offering of Common Shares $16 million Counsel to Seller Counsel to Avidbank Holdings InsightSquared Series B Funding Heliae Technology Holdings Private Equity Financing $23.5 million Counsel to Investor, Draper Fisher Jurvetson Counsel to Heliae Technology Holdings 3

6 Meta Financial Group At-the-Market Offering The Contemporary Jewish Museum Tax-Exempt Bond Financing $20 million $43.8 million Counsel to Investors, Sandler O'Neill + Partners Counsel to The Contemporary Jewish Museum Yoshiki Films Company Formation and Initial Investment BOOM! Studios Acquisition of Archaia Entertainment $20 million Counsel to Yoshiki Films July 2013 Dignity Health Syndicated Credit Facility Hanley-Wood Unitranche Refinancing $680 million $145 million Counsel to Dignity Health July 2013 Counsel to Hanley-Wood, a Portfolio Company of Oaktree Capital Management July

7 Psyop Media Company Equity Investment by Astro Overseas Ltd. LittleCast Convertible Note Financing Counsel to Psyop Media Company July 2013 Counsel to Issuer, LittleCast August 2013 Mandalay Digital Group Underwritten Public Offering of Common Stock Telogis Series A Preferred Stock Financing $13.3 million Counsel to Issuer, Mandalay Digital Group August 2013 Counsel to Investor, Angeleno Group September 2013 BMG Rights Management Acquisition of the Music Publishing Assets of Primary Wave Music Continuum Health Partners Merger With Mount Sinai Medical Center September 2013 Counsel to Continuum Health Partners in Formation of Mount Sinai Health System With Mount Sinai Medical Center September

8 Davis Wholesale Electric Sale to Consolidated Electric Distributors GSG Fasteners Asset-Based Revolving and Cash Flow-Based Term Loan Facilities Counsel to Seller November 2013 Counsel to GSG Fasteners, a Portfolio Company of The Gores Group November 2013 National Technical Systems Sale to Aurora Capital Group Navajo Nation and Navajo Transitional Energy Company Acquisition of BHP Navajo Coal Co. $269 million Counsel to Seller's Financial Advisor, Houlihan Lokey November 2013 November 2013 BBVA Compass Term, Acquisition and Construction Loans City National Bank Term, Acquisition and Construction Loans $112.6 million $46.47 million Counsel to Lender, BBVA Compass December 2013 Counsel to Lender, City National Bank December

9 Comerica Bank Term, Acquisition and Construction Loans Heliae Technology Holdings Second-Stage Investment in Triton Algae Innovations $ million Counsel to Lender, Comerica Bank December 2013 Counsel to Investor, Heliae Technology Holdings December 2013 Dial Global Sale to Cumulus Media Tectura Corporation Sale of North American Businesses to UXC Eclipse $260 million $21 million Counsel to Seller's Financial Advisor, Moelis & Company December 2013 Counsel to Seller December 2013 East West Bancorp Acquisition of MetroCorp Bancshares Ikaria Sale to Madison Dearborn Partners $268 million $1.6 billion January 2014 Counsel to Seller's Financial Advisor, Houlihan Lokey January

10 UCSF Medical Center Affiliation Agreement With Children's Hospital & Research Center Oakland Anaren Sale to Veritas Capital Partners $383 million Counsel to University of California January 2014 Counsel to Seller's Financial Advisor, Houlihan Lokey February 2014 Heritage Oaks Bancorp Acquisition of Mission Community Bancorp February

11 Keeping Business Moving Forward in Every Market Tactics and strategies may change, but the core structure of doing business remains the same. Even in the most challenging economies, keeping a company on track requires access to capital markets, the right investment opportunities, viable deal structures and the ability to navigate the changing regulatory environment. Manatt s Corporate & Finance practice provides all this and more. At every stage of the enterprise life cycle, we are uniquely positioned to provide a balanced blend of legal experience, market knowledge, foresight and common sense. A Savvy and Experienced Partner Manatt helps businesses of all kinds public and private, domestic and international in managing every aspect of their business. Our team brings to the table not just insightful legal counsel, but practical industry experience as well. Our attorneys have served as executives and in-house counsel with financial institutions, major insurers, large venture capital funds, global infrastructure developers and a variety of technology companies. They have served as general counsel for many clients, advising on legal issues encountered in everyday business operations. In heavily regulated industries energy, financial services and banking, healthcare, insurance and real estate we understand the nuances of continually evolving regulations and have deep relationships with state and federal regulators. Our in-depth knowledge and experience allow us to anticipate every hurdle and opportunity your business will face as you move forward. The strength and prominence of Manatt s Corporate & Finance practice are also reflected in professional honors we have received. U.S. News and World Report has recognized Manatt s Corporate & Finance practice as being in the top tier of law firms nationally. Additionally, four of our corporate attorneys are listed in The Best Lawyers in America. SERVICES: Business and Joint Venture Formation and Structuring Capital Markets Corporate Compliance and Governance Mergers & Acquisitions Private Equity Venture Capital and Emerging Companies 9

12 Attorney Advertising. Prior results do not guarantee a similar outcome. Albany Los Angeles New York Orange County Palo Alto Sacramento San Francisco Washington, D.C. Manatt, Phelps & Phillips, LLP manatt.com