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The Texas Lawbook

Free Speech, Due Process and Trial by Jury

  • Appellate
  • Bankruptcy
  • Commercial Litigation
  • Corp. Deal Tracker/M&A
  • GCs/Corp. Legal Depts.
  • Firm Management
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CDT Roundup: 19 Deals, 12 Firms, 114 Lawyers, $2B

October 11, 2022 Claire Poole

Rob Little had a busy week last week handling two transactions, both involving private equity firms.

The Gibson Dunn & Crutcher partner in Dallas advised on AE Industrial Partners’ acquisition of a majority stake in York Space Systems, a purveyor of small satellites, satellite components and mission operations. He also counseled CenterOak Partners on its majority recapitalization of Palmetto Exterminators, a provider of pest, termite and mosquito control services.

Little has advised Dallas-based CenterOak before. He counseled it on its sale of Cascade Windows for $245 million and a majority recap of infrastructure maintenance services provider HK Solutions Group last year; its sale of HVAC and plumbing services company Service Champions and FullSpeed Automotive, also in 2021; its formation of TruRoad Holdings through its investment in JN Phillips Auto Glass and combination with Techna Glass in 2018 and its sale of TruRoad in 2019; and its majority investment in California-based Wetzel’s Pretzels in 2016.

The lawyer also advised CenterOak when it raised $690 million for its second equity fund last year (its original target was $575 million).

Little has other private equity clients. He has also counseled Satori Capital on its minority investment in coffee flavoring maker Torani. Among his other noteworthy deals: Advising Callaway Golf on its acquisition of a $30 million minority investment in Five Iron Golf; and Pizza Hut U.S. on its acquisition of online ordering provider QuikOrder.

The diversity of Little’s deals were reflected generally in last week’s 19 reported transactions worth $2 billion. Led by several de-SPAC mergers, the week’s deals included everything from biopharmaceuticals and upstream O&G to funeral homes and the above-mentioned satellite deal.

Compare that to law week’s 23 deals at $5.5 billion and the 20 deals for $8.6 billion this time a year ago. The work is there, but the reported values are anything but inflated.

Weekly Corporate Deal Tracker Roundup Stats

A compilation of weekly stats from The Lawbook's CDT Weekly Roundup
(Deal Values in Millions)

Week EndingDeal CountAmountFirmsLawyersM&A CountM&A Value $MCapM CountCapM Value $M
March 18, 20237$14,048.86695$13,3452$703.8
March 11, 202321$11,5761616516$8,1315$3,445
March 4, 202320$9,6681122816$8,2094$1,459
February 25, 202313$5,3351313012$4,2351$1,200
February 18, 202314$5,743.7131588$898.76$4,845
February 11, 202316$12,0881213712$9,9654$2,123
February 4, 202317$8,0661514013$5,6144$2,452
January 28, 20237$2,1807755$1,692.752$488
January 21, 202317$5,7681617412$1,9185$3,850
January 14, 202311$2, 800101028$4213$2,400
January 7, 202318$8,2961116714$6,4613$1,835
December 31, 202214$2,732119912$2,0922$640
December 1714$7,9191311512$7,4191$500
December 10, 202214$10,093128811$7,0933$3,000
December 3, 202226$12,800.91117220$4,1416$8,659.9
November 26, 20228$2,266.7853$765$2,190.7
November 19, 202221$2,8861521219$2,5502$336
November 12, 202213$15,093.79819$14,2004$893.7
November 5, 20222519,337.21650922$8,267.23$11,070
October 29, 202215$7,805.3911614$7,180.31$625
October 22, 202220$8,193.51325313$5,4427$2,751.5
October 15, 20229$3,046.191397$2,588.32$457.8
October 8, 202219$2,011.81211416$833.83$1,178
October 1, 202223$5,532.91615618$4,952.35$580.6
September 24, 202218$5,1941421615$4,0503$1,144
September 17, 202221$8,352.31232015$4,759.66$3,592.7
September 10, 202215$19,853.51012613$19,403.62$450
September 3, 20229$2,3129629$2,31200
August 27, 202216$30,891.71013515$30,666.41227.7
August 20, 202212$1,977815299253$1,052
August 13, 202218$8,004.71124211$2,844.77$5,160
August 6, 202224$7,948.91224017$3,5777$4,371.9
July 30, 20228$6,9419787$6,8391$102
July 23, 202211$801119210$80110
July 16, 202214$3,6501012214$3,65000
July 9, 202210$3,557.77689$3,557.710
July 2, 202218$8,609.41315215$2,754.43$5,855
June 25, 202215$6,142131469$2,0176$4,125
June 18, 202217$11,890.11422815$11,4102479.7
June 11, 202217$7,6001212310$2,3007$5,300
June 4, 202212$2,937101279$6923$2,245
May 28, 20229$3,197.611869$3,197.600
May 21, 202214$7,284.51218511$6,6093$675.5
May 14, 202211$306.698010$306.61$225
May 7, 202216$10,451.751210812$1,8274$8,624.75
April 30, 202216$2,296.51615712$895.54$1,401
April 23, 202210$2,24111588$16412$600
April 16, 202211$6,64371568$2,3593$4,284
April 9, 202217$4,4291418411$1,6906$2,739
April 2, 202213$1,75588410$1,1453$610
March 26, 202211$3,2058656$2005$3,005
March 19, 202213$2,239.17910613$2,239.1700
March 12, 202218$12,0161123915$11,9652$51.35
March 5, 202217$6,7861313713$5,1614$1,625
February 26, 202212$5,09581499$4,437.53$658
February 19, 202217$22,2291717414$21,3543$875
February 12, 202212$2,344.710738$641.74$1,703
February 5, 202211$2,50389911$2,50300
January 29, 202211$3,8721210112$3,87200
January 22, 202213$5,143.5109912$4,842.51$301
January 15, 202212$7,60591559$6,4803$1,025
January 8, 202213$8,256.21110213$8,256.200
January 1, 20229$1,273.86509$1,273.800
December 25, 202121$4,734.751117616$3,4105$1,324.75
December 18, 202126$7,325.21519318$3,640.28$3,685.2
December 11, 202116$5,0171010913$1,4173$3,600
December 4, 202114$2,3108868$2,3106$1,882.05
November 27, 20219$3.460.1101016$1,7583$1,702.6
November 20, 202120$22,7921515712$18,864.58$3,928
November 13, 202121$26,7291217813$11,8228$14,907
November 6, 202112$8,3031315710$6,6823$1,621
October 30, 202121$10,3681521815$9,24.46$1,103.
October 23, 202121$18.783.11522211$12,31410$6,468.6
October 16, 202115$3,8681111815$2,2932$1,575
October 9, 202120$8,6101617516$7,7954$815
October 2, 202114$6,2501113710$5,2004$1,050
September 25, 202111$11,4609937$10,2004$1,250
September 18, 202111$16,6038998$15,0843$1,519
September 11, 202117$10,6531110313$8,5034$2,150
September 4, 202113$7,222108911$6,7152$507
August 28, 202112$76396311$6631$100
August 21, 202112$29,65977911$29,5791$80
August 14, 202122$17,8451119912$12,80510$5,04
August 7, 202117$13,6701213915$11,7662$1,904
July 31, 202121$8,1601113410$3,57410$4,586
July 24,202121$6,3671113915$3,7126$2,655
July 17, 202114$4,0091112412$2,0152$1,994
July 10, 202116$3,9971314311$1,5974$2,4
July 3, 202124$7,492139416$3,7698$3,722
June 26, 202110$4,9957858$3,8472$1,148
June 19, 202128$16,83082289$1,86119$14,968
June 12, 202126$27,2381520919$25,6027$1,636
June 5, 202115$15,5391310013$14,7092$600
May 29, 202135$20,2791114528$18,647$1,639
May 22, 202124$53,2081417417$51,0477$2,161
May 15, 202118$10,6201322011$5,8707$4,809
May 8, 202117$10,4001115615$8,3862$2,500
May 1, 202121$7,2001611512$3,8089$3,392
April 24, 20218$20,2009318$20,20000
April 17, 202114$6,270810211$4,01803$2,260
April 10, 202115$8,9401312914$7,9901$950
April 3, 202118$19,5131015112$16,9236$2,590
March 27, 202127$13,9421524414$4,30013$9,633.5
March 20, 202111$2,04641023$2708$1,776
March 13, 202115$3,27091096$5389$2,732
March 6, 202124$13,6171019613$10,39511$3,222
February 27, 202119$8,1051213915$4,9704$3,135
February 20, 20219$8,82091538$8,5201$300
February 13, 202112$4,852.678172,7665$2,086.6
February 6, 202118$9,7521315314$5,2224$4,530
January 30, 202118$9,449918215$8753.83$695.3
January 23, 202114$8,15081186$4,0008$4,150
January 16, 202117$6,7831313811$2,4006$4,382.9
January 9, 202122$6,8291413518$3,139.34$3,690
January 2, 20217$1,4667607$1,46600
December 26, 202018$15,9001216316$5,3001$600
December 19, 202018$9,7691411014$8,4264$1,343
December 12, 202010$7,20091009$3,3251$3,830
December 5, 202015$4,26191229$2,7806$1,481
November 28, 202019$7,7581011013$4,0036$3,755
November 14, 202014$864.11415712$289.12$575
November 7, 202013$6,33291299$2,483.54$3,849
October 31, 202010$3,995.881036$3,231.14$754.7
October 24, 20206$18,1006585$17,7091$350
October 17, 20208$351.95558$351.900
October 10, 20207$5,2293504$7353$4,494
October 3, 202014$21,42891739$17,5355$3,893
September 26, 202010$12,7708935$10,3005$2,470
September 19, 202014$8,36591016$1,0208$7,345
September 12, 20206$4,4068593$1,2703$3,136
September 5, 202011$5,19181179$4,0612$1,130
August 29, 202011$2,5319945$1,1306$1,401
August 22, 202018$6,574121407$1,93011$4,644
August 15, 202013$4,99110977$1,2166$3,775
August 8, 202012$32,092111129$30,4573$1,635
August 1, 20207$5,2878765$3,6872$1,600
July 25, 20209$18,7516677$18,4032$348
July 18, 20206$1,982.55504$1,407.52$575
July 11, 202011$565.1127510$65.11$500
July 4, 202010$8,8898989$8,7881$100.3
June 27, 20208$6,87410505$4,972.53$2,081.5
June 20, 202012$4,44491157$2,8295$1,615
June 13, 20206$3,5824372$3504$3,232
June 6, 202011$3,213.78657$4704$2,743.7
May 30, 20208$7,3357486$4,6392$2,697
May 23, 20204$432.44343$432.410
May 16, 20206$3106345$31010
May 9, 202018$5,6301612414$3,1804$2,450
May 2, 20201510,40010908$1,9007$,8,500
April 25, 20208$3,4009365$1,0003$2,450
April 18, 202019$9,50014928$185.711$9,360
April 11, 202012$6,0009405$1907$5,800
April 4, 202014$8,200116810$2,2004$6,000
March 28, 202016$6,500139610$3,7006$2,800
March 21, 202011$11,9107337$2,2504$9,960
March 14, 20207809.86346684.81125
March 7, 202016$2,500157013$6693$1,400
February 29, 202013$15,2601312811$11,7602$3,500
February 22, 202012$3,700109210$2,5602$1,130
February 15, 202016$1,250108412$354$1,222
February 8, 202018$6,0801412314$2,5954$3,485
February 1, 202021$20,9001210114$17,8607$3,060
January 25, 202013$7,430136212$6,4301$1,000
January 18, 202023$9,5801512019$6,5804$3,000
January 11, 202021$14,2001819916$1,0205$13,200
January 4, 202022$6,4001111916$3,2046$3,245
December 28, 201922$7,1501917518$6,8004$327.4
December 14, 201924$36,3002316719$9,5005$26,800
December 7, 201911$10,40011557$1,0824$9,370
November 30. 201914$2,4501212612$1,7602$692.5
November 23, 201916$1,995104111$6155$1,380
November 16, 201915$3,8201313511$2,5004$1,271
November 9, 201925$12,9001718223$12,2002$575
November 2, 201910$2,470126192,4503$22
October 26, 201912$5,560147011$3,8601$1,700
October 19, 20198$6,60081388$6,60000
October 12, 201919$4,300145516$3,8003$500
October 5, 201918$14,5001916615$11,1003$3,400
September 28, 201919$8,1001813218$7,5601$550
September 21, 201914$6,300166611$2,1603$4,170
September 14, 201915$23,800125611$21,2504$2,570
September 7, 201917$3,500159814$1,9003$1,600
August 31, 20195$8,7006505$8,70000
August 24, 201916$10,000148215$4,2501$5,750
August 16, 201910$1,6805527$6503$950
August 9, 201917$17,700156814$3,9003$13,800
August 2, 201913$5,7601210813$5,760NANA
July 27, 201911$7,30013768$6,5703$730
July 20, 201913$11,8001312511$5,3002$6,500
July 13, 201910$7757468$542.52$233
July 6, 20197$2,5009857$2,50000
June 29, 201923$8,2901515417$2,3006$5,970
June 22, 201917$10,7001013914$7,7003$3,000
June 15, 201911$13,5001416011$13,500NANA
June 8, 201913$2,870175511$1,5702$1,300
June 1, 201910$4,46011608$4,1402$315
May 25, 201917$4,360147914$3,7003$612
May 18, 201922$9,0001715016$3,4006$5,600
May 11, 201918$19,8001717715$18,3003$1,500
May 4, 201910$7,0756328$6,9002$175
April 27, 201915$3,2001411714$3,1601$40
April 20, 201913$13,50010909$12,2004$1,300
April 13, 201916$38,900149114$37,8002$1,100
April 6, 201912$6,870119410$6,7302$50
March 30, 201915$6,470128410$7,91.55$5,677
March 23, 201918$6,450149114$5,0424$1,408
March 16, 201914$10,1801211511$8,8003$1,300
March 9, 20199$1,8006498$1,3001$500
March 2, 201920$3,0331610714$1,8176$1,262
February 23, 201912$2,0408699$614.63$1,430
February 16, 201916$9,970187716$9,97000
February 9, 201914$6,4001011014$6,40000
February 2, 201918$6,740159916$5,7202$950
January 26, 201913$2,770116711$918.952$1,850
January 19, 201915$3,819167612$2,5943$1,225
January 12, 201918$7,283149215$1,6833$5,600
January 5, 201910$529125010$52900
December 22, 201817$2,570138714$9413$1,629
December 15, 201810$2,8608268$2642$2,600
December 8, 201815$1,819166512$5523$1,267
December 1, 201812$7,50010909$1,2003$6,200
November 28, 201815$4,5001110714$4,0001$500
November 19, 201818$6,137139813$2,1425$3,995
November 14, 201818$9,2001315215$8,5003$694
November 6, 201816$17,3001618314$16,3612$950
October 29, 201814$14,4001812717$13,8001$600
October 24, 201813$6,1401312611$5,1222$1,018
October 17, 201818$18,3901512514$12,2924$6,098
October 10, 201829$3,1491810420$1,6479$819
October 2, 201818$9,300116714$7,3004$2,000
September 25, 201813$7,000117510$6,0003$995
September 18, 20189$3,5707449$3,57000
September 11, 201813$5,9001013213$5,90000
September 7, 201814$5,000158611$4,0003$1,000
August 29, 201815$20,700147913$4,7002$16,000
August 20, 201810$12,40011538$11,3803$1,057
August 14, 201812$19,900121329$18,8893$1,011
August 7, 201816$68,6001110613$67,2593$1,340
July 31, 201815$15,100159511$13,0604$2,060
July 23, 201813$2,130156010$1,8043$1,100
July 17, 201814$5,37017989$4,3105$1,100
July 9, 201816$11,200157410$11,0806$862
July 3, 201813$7,00078112$6,3301$750
June 25, 201815$8,80013979$4,9706$3,930
June 18, 201813$14,20014807$2216$14,290
June 11, 201812$6,3008968$5,9104$803
June 6, 201813$14,50010888$14,1545$579
May 31, 201811$4,89010638$3,2403$1,790
May 22, 201815$20,40011639$19,8086$885
May 15, 201815$4,7001510610$3,9005$643
May 9, 201811$1,40013889$1,3002$560
May 1, 20188$14,2507887$13,4001$450
April 24, 201812$5,30066111$4,4701$800
April 17, 20189$1,80010447$2,3302$1,434
April 11, 201811$2,5008326$1,6905$809
April 3, 201815$13,400111219$12,0206$1,090
March 28, 201810$4,00010927$3,8703$215
March 19, 201817$5,800135110$5907$5,165
March 12, 201815$3,130114311$2,3604$788
March 6, 201819$5,4001311610$1,5309$4,860
February 27, 201820$6,600136914$5,5306$1,030
February 19, 201815$5,5001411110$3,9906$1,980
February 12, 201823$10,9001715712$7,11011$3,840
February 5, 201816$8,600131007$1,3309$7,800
January 30, 201811$12,60011685$7,3006$4,982
January 24, 201819$9,400151295$2,01014$7,337
January 18, 201810$6,2808492$2,1008$4,188
January 9, 201812$16,50012929$15,8903$475
January 3, 201810$2,5009478$2,3502$150
December 27, 201715$9,000151139$7,5686$1,784
December 18, 201715$13,800161649$13,0107$1,118
December 11, 201714$9,7001012612$2,9404$8,500
December 4, 20176$1,8006315$1,5101$300
November 28, 20177$3,8508764$3,2603$285
November 16, 201710$2,70010486$1,8404$856
November 8, 201715$2,380179110$1,8605$516
November 1, 201712$4,70017949$3,4004$1,300
October 23, 201715$10,500106710$9,7804$1,530
October 18, 20176$2,000373$2253$1,820
October 10, 201712$6,5701009$3,8803$3,360
October 2, 20178$3,10011193$1,6305$1,750
September 25, 20178$4,8808795$2,6605$2,070
September 18, 20179$4,7703$3006$4,470
September 12, 201711$4,4308$2,0303$2,400
September 1, 20174$1,3103$3171$1,000
August 23, 201711$13,64098$11,8403$1,800

M&A/FUNDINGS

Movella combines with $325M SPAC Pathfinder

Deal Description: Kirkland & Ellis said Oct. 4 that it advised Pathfinder Acquisition Corp., a publicly traded special purpose acquisition company sponsored by affiliates of HGGC and Industry Ventures, on a definitive business combination agreement with Movella Inc., a provider of sensors, software and analytics that enable the digitization of movement. Upon closing of the transaction, the combined company, to be known as Movella Holdings Inc., will have a pro forma enterprise value of about $537 million and will be publicly listed on the Nasdaq. Francisco Partners is providing $75 million of committed financing. Pathfinder has $325 million of cash in trust and 1/5 warrant coverage.

Expected Closing: Q1 2023

From Kirkland: The team was led by corporate partners Patrick Salvo in Austin and Ryan Brissette in New York and associates Daniel Yip in New York and Gabrielle Sumich in Houston; capital markets partner Matt Pacey and former associate Steven Lackey of Houston (now associate GC at W&T Offshore); and debt finance partners Sonali Jindal and Aditi Iyer in San Francisco and associate Andrew Houlin in Salt Lake City.

Movella’s financial advisor: Stifel

Movella’s Outside Counsel: Pillsbury Winthrop Shaw Pittman

Francisco Partners’ Outside Counsel: Latham & Watkins

Direct Biologics to go public via $306.4M merger with SPAC Good Works II

Deal Description: Austin-based Direct Biologics announced Sept. 27 it signed a letter of intent to go public via SPAC merger with Good Works II Acquisition Corp. of Houston. The proposed transaction values the company at $675 million. The combined company is required to have at least $75 million in net cash at closing to consist of proceeds from a private placement of Direct Biologics securities in addition to cash from the Good Works II trust account. IB Investments I, an affiliate of the placement agent and the sponsor, invested $5 million in the private placement. The Good Works II trust account currently holds about $231.4 million in cash from its initial public offering in July 2021. Direct Biologics is a late-stage biotechnology company focused on developing regenerative biological products.

Expected Closing: H1 2023

Direct Biologics’ Financial Advisor: Raymond James & Associates Inc.

Direct Biologics’ Outside Counsel: Goodwin Procter

Good Works II’s Outside Counsel: ArentFox Schiff

Placement Agent: IB Capital

IBC’s Outside Counsel: Ellenoff Grossman & Schole

SilverBow Resources announces bolt-on acquisition for $87M

Deal Description: Houston-based SilverBow Resources Inc. announced Oct. 3 it agreed to acquire oil and gas assets in DeWitt and Gonzales counties from an undisclosed seller for $87 million in cash. SilverBow intends to fund the deal and related fees and expenses with cash on hand and borrowings under its revolver. CEO Sean Woolverton said the transaction fits the company’s growth strategy of adding production at attractive valuations and increasing its inventory across the Eagle Ford and Austin Chalk formations. This marks the seventh transaction SilverBow has announced since August of last year and the second strategic bolt-on in its liquids weighted position in the Karnes trough.

Expected Closing: Q4 2022

SilverBow’s Outside Counsel: Gibson Dunn led by corporate partner Stephen Olson and of counsel Adam Whitehouse and including associates Samantha Astrich and Michael Holmes. Partner Michael Cannon is advising on tax aspects.

SilverBow’s General Counsel: Christopher Abundis, who is also CFO

Incyte agrees to buy Medicxi-backed Villaris Therapeutics for initial $70M

Deal Description: Publicly traded Incyte announced Oct. 3 that the company agreed to acquire Villaris Therapeutics, an asset-centric biopharmaceutical company backed by Medicxi and focused on the development of novel antibody therapeutics for vitiligo. Its lead asset, auremolimab, is expected to enter clinical development in 2023. Under the terms of the agreement, Incyte will acquire Villaris and the exclusive global rights to develop and commercialize auremolimab for all uses, including in vitiligo and other autoimmune and inflammatory diseases. Incyte will make an upfront payment of $70 million and Villaris shareholders will be eligible for up to $310 million upon achievement of certain development and regulatory milestones as well as up to an additional $1.05 billion in commercial milestones on net sales of the product. The acquisition will complement Incyte’s inflammation and autoimmunity portfolio with potential applications for auremolimab beyond dermatology. Villaris was founded in 2019 by Medicxi and Dr. John Harris.

Villaris’ Financial Advisor: PJT Partners

Incyte’s Outside Counsel: Sidley led by partner Pran Jha and senior associate David Meehan in Chicago and partner Lauren Grau in Dallas; also associate Zach Johnston in Dallas

Incyte’s In-House Counsel: Stephen Ferenchick, executive director, corporate counsel, and Paul Carango, senior director, patent counsel

Estrella Biopharma plans $45.4M merger with TradeUP

Deal Description: Estrella Biopharma Inc., a preclinical-stage biopharmaceutical company focusing on cancer therapeutics, and TradeUP Acquisition Corp., a publicly traded special purpose acquisition company, announced Oct. 3 that they agreed to combine. Upon closing, TradeUP will be renamed Estrella Immunopharma Inc. Estrella is a preclinical-stage biopharmaceutical company developing CD19-targeted Artemis T-cell therapies under certain license agreements with the capacity to address treatment challenges for patients with blood cancers and solid tumors. Estrella’s president and CEO, Cheng Liu, and the current management team will continue to lead the combined company. Dr. Liu will also continue in his role as president and CEO of Eureka, Estrella’s collaborator. The pro forma equity valuation of the combined company, assuming no redemptions, is expected to be about $398.5 million. Estimated cash proceeds to the combined company from the transaction are expected to consist of TradeUP’s $45.4 million of cash in trust, assuming no redemptions.

Expected Closing: H1 2023

Estrella’s Outside Counsel: Winston & Strawn led by partner Mike Blankenship in Houston and including partners James Brown in Houston and Dean Hinderliter in Dallas, associates Andrew Butler in Dallas, Louis Savage in Houston, Emily Semon in Dallas and Brandon Davidson in Houston and associate Xiaoming Gao in Houston

TradeUP’s Financial Advisor: US Tiger Securities Inc.

TradeUP’s Outside Counsel: Robinson & Cole

HN Capital acquires Rosewood Mansion

Deal Description: Foley & Lardner announced Oct. 3 it served as legal counsel to private real estate investment firm HN Capital Partners on the acquisition of the Rosewood Mansion on Turtle Creek in Dallas. Terms were not disclosed, although KSL Capital Partners and InterBank provided funding for the purchase. The 142-room, nine-story luxury hotel and adjoining restaurant first opened in 1981. The property has been owned by Hong Kong-based New World Hospitality, which paid $229.5 million for it in 2011. The new owners plan to continue operating the Mansion on Turtle Creek with Rosewood. Foley advised on the purchase of the hotel, the restructuring of the long-term management and branding arrangements with Rosewood Hotels & Resorts and the structuring and documentation of the ownership vehicle, which included multiple tranches of equity investments by the private equity fund, among other items.

From Foley: The team was led by partner Clifford Risman in Dallas and included partners Daniel Bachrach, Stephen Good, Carrie Hoffman, Norm Rich, and Robert Sarfatis, of counsel Cynthia Harkness and associates Irtaza Asif and Katherine Dunne.

MCA expanding security presence in Texas

Deal Description: Mobile Communications America Inc., a provider of wireless communication solutions, announced Sept. 27 the acquisition of Austin-based Knight Security Systems, a provider of security solutions with offices also in Dallas, Houston and San Antonio. Terms weren’t disclosed. The owners of Knight, Phil Lake, Trey West and Martin Krohn, said the move will allow the company to provide an even greater level of support to their customers.

MCA’s Outside Counsel: McGuireWoods led by partner Clare Lewis in Charlottesville with support associates Erin Zorn in Charlotte and Dewey Bennett in Raleigh

AE Industrial Partners makes investment in York Space Systems

Deal Description: AE Industrial Partners, a private equity firm specializing in aerospace, defense and government services, space, power and utility services and industrial markets, announced Oct. 4 that it agreed to acquire a majority stake in York Space Systems, an independent provider of small satellites, satellite components and turnkey mission operations. Funds and accounts managed by BlackRock Private Equity Partners also agreed to invest alongside AE Industrial in the transaction. Terms of the transaction were not disclosed. York makes low Earth orbit, geosynchronous equatorial orbit and cislunar spacecraft solutions for the satellite market. The company serves government and commercial customers, including the Space Development Agency, for whom York is providing spacecraft solutions as part of both Tranche 0 and Tranche 1 of its Transport Layer. Headquartered in Denver, York has 165,000 square feet of satellite manufacturing space across the Denver area. With the recent opening of its newest facility in the Denver Tech Center, York boasts the capacity to produce 750-plus satellites per year. CEO Dirk Wallinger, who founded York in 2012, will continue to lead and chairman Charles “Chuck” Beames will continue to serve on the board and both will keep significant ownership stakes.

York’s Outside Counsel: Gibson Dunn & Crutcher with a corporate team led by partner Robert Little and including associates Steve Wright, Jake Volz and Benjamin Lefler. Partner Michael Cannon and associates Laura Pond and Blake Hoerster advised on tax, partner Krista Hanvey and associate Gina Hancock counseled on benefits, partner Frederick Lee assisted on financing, partners Joshua Lipton and Attila Borsos aided on antitrust and partner Lindsay Paulin helped on government contracts.

York’s Financial Advisor: Jefferies

AEI’s Outside Counsel: Kirkland & Ellis

AEI’s Financial Advisor: Ernst & Young

CenterOak acquires Palmetto Exterminators

Deal Description: CenterOak Partners, a Dallas-based private equity firm, announced Oct. 6 that it completed a majority recapitalization of Palmetto Exterminators, an independent pest control company providing general pest, recurring termite and mosquito control services. As part of the transaction, the selling family will continue to have an equity interest in the company and the senior team will continue to lead Palmetto following CenterOak’s investment. Terms were not disclosed. Founded in 1960, Palmetto is headquartered in Charleston, South Carolina, and provides pest control services to residential and commercial customers in the Carolinas and Georgia. The company operates eight branches and plans to expand organically and through add-on acquisitions. CenterOak and its partners have managed $2.4 billion in equity capital commitments and completed 100 transactions representing $7.6 billion in value.

CenterOak’s Outside Counsel: Gibson Dunn led by partner Robert Little in Dallas and including associates Joseph Orien, Jake Volz and Iris Hill Crabtree. Partner Michael Cannon and associate Josiah Bethards advised on tax, partner Krista Hanvey and associate Fanny Patel advised on benefits and partner Karl Nelson advised on employment.

Unirac secures investment led by Greenbelt

Deal Description: Unirac Inc., a designer and manufacturer of solar photovoltaic mounting solutions for the residential and commercial & industrial markets, announced Oct. 6 a majority recapitalization investment led by Greenbelt Capital Partners. Investors in the transaction included Greenbelt Capital Partners Unirac and Trilantic Energy Partners II (North America) and its parallel fund. Its existing sponsor, Tenex Capital Management, which acquired it in 2016, along with members of Unirac’s management team, will continue to own a significant stake in the business. The company was founded in 1999 in Albuquerque. Greenbelt’s senior team has committed $4.6 billion of equity capital and consummated $58 billion of M&A and financings in 210 transactions across the portfolio.

Greenbelt/Trilantic’s Outside Counsel: Kirkland & Ellis led by corporate partners Jhett Nelson, Shubi Arora and Leon Johnson and associates Nina Kim Bertelli, Emma Balls and Ashley Victoria Park; debt finance partners Lucas Spivey and James Bedotto and associates James Kelly, Marco Chan, Annie Crea and Daly C.S. Brower; and investment funds partners Matthew Nadworny and Laura Stake and associates August Jones-Loiacono and Andrew Zerfass.

Unirac’s Financial Advisors: Cowen and Lazard

Unirac’s Outside Counsel: Koley Jessen

Allied Industrial Partners invests in Wall Recycling

Deal Description: Allied Industrial Partners, an industrial-focused private equity firm, announced Oct. 4 its investment in Wall Recycling, a regional provider of solid waste hauling, disposal and recycling services for municipal, commercial and industrial waste generators throughout North Carolina. Wall Recycling will continue to be led by its founder and CEO Dan Wall. The terms were not disclosed.

Allied’s Outside Counsel: Kirkland & Ellis led by corporate partner Thomas Laughlin and associates Adam Wojcik and Andrei Bucur; debt finance partners Will Bos and Jordan Roberts and associates Daniel Kirksey, Christina Godard and Annie Crea; investment funds partners Matt Nadworny and Linda Dahl and associates Tomi Olutoye and Nick D’Ambrosio; and tax partners Steve Butler and Jon Nelsen and associates Ryan Phelps and Courtney Loyack.

Park Lawn makes 5 acquisitions

Deal Description: Morgan Lewis said Oct. 7 the firm aided publicly traded Park Lawn Corp. on five recent acquisitions. The funeral home completed the acquisition of the assets of Ertel Funeral Home & Crematory, a funeral home located in Cortez, Colo., serving the families of Dolores and Montezuma Counties and the Ute Mountain Ute and Navajo tribes; agreed to buy the assets of Taylor Funeral Home, including three funeral homes and one funeral home and cemetery combination in Delta, Cedaredge, Hotchkiss and Paonia, Colo.; and agreed to acquire the assets of Brown’s Cremation & Funeral Service, a funeral home in Grand Junction, Colo. PLC also completed the previously announced acquisition of the assets of Shackelford Corp., including eight funeral homes, two cemeteries and one funeral home and cemetery in and around the Savannah, Tenn.; and the previously announced acquisition of the assets of Farris Funeral Service Inc. and Affiliated Service Group Inc., including one funeral home and one funeral home and cemetery located in Abingdon, Va.

Expected Closing of Taylor and Brown’s: Early November (if the deals clear regulators)

From Morgan Lewis: Partner Jeff Dinerstein in Houston along with associates Caitlin Harrison (New York), Kelsey Warren (Houston), Matt Cubin (Pittsburgh), Burke Wendt (Houston) and Lauren Hutton-Work (Houston); and partners Elizabeth Khoury Ali (Houston) and Lisa Barton (Boston).

CAPITAL MARKETS/FINANCINGS

Atmos raises $800M in senior notes offerings

Deal Description: Shearman & Sterling said Oct. 3 it represented Mizuho, TD Securities and US Bancorp as joint book-running managers in connection with the offering by Atmos Energy Corp. of $300 million of its 5.450% senior notes due 2032 and $500 million of its 5.750% senior notes due 2052. Dallas-based Atmos is the largest natural gas-only distributor in the U.S. Atmos delivers natural gas to 3 million distribution customers in 1,400 communities across eight states located primarily in the South. Atmos manages pipeline and storage assets, including one of the largest intrastate natural gas pipeline systems in Texas.

From Shearman: Partner Bill Nelson led with assistance from lawyers in New York, Washington, D.C., and Toronto.

Nutex Health files $315M resale registration statement with SEC

Deal Description: Locke Lord said Oct. 6 it advised Nutex Health Inc., a publicly traded health care management and operations company, in preparing and filing of a $315 million registration statement with the U.S. Securities and Exchange Commission for the resale of one-third of its shares received by former holders of member interests in Nutex Health Holdco in the merger with Clinigence Holdings Inc.

From Locke Lord: Led by Gislar Donnenberg and Joe Perillo, both of Houston, and including Rob Evans (New York), Lauren Richter (Houston), Nicole Chakraborty (Providence), Stanley Keller and David Szabo (both of Boston) and Buddy Sanders, Lario Albarran, Aditi Deal and Ashley Lopez (all of Houston).

Sonendo Announces $63M private placement

Deal Description: Sonendo Inc., a dental technology company and developer of the GentleWave system, announced Sept. 23 a private placement of common stock and pre-funded warrants resulting in gross proceeds of $63 million. New and existing investors, including Pura Vida Investments, First Light Asset Management, Blue Water Life Science Advisors, ArrowMark Partners, Driehaus Capital Management and JMR Capital, participated in the financing. Sonendo intends to use the net proceeds to accelerate commercialization efforts and expand its product portfolio and for working capital as well as other general corporate purposes.

Expected Closing: by Sept. 27

Placement Agents: BofA Securities and Stifel

Stifel’s Outside Counsel: Shearman & Sterling including counsel John Menke in Houston

Claire Poole

Claire Poole is a senior writer at The Texas Lawbook, where she covers corporate transactions.

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