Represented ABN AMRO Asset Management Holdings in its sale of TAMRO Capital Partners LLC, a leading small-cap asset manager, in a management-led buyout.
We represented American Telecom Services Inc. in its initial public offering of equity securities. The offering, valued at approximately $35 million, closed upon the listing of ATS’ securities on The American Stock Exchange.
We represented private equity group Beta Advisors, owned and funded by Dr. Mitchell Blunt, one of the original leaders of JP Morgan Advisors, in its investment in K2 Medical.
Sonnenschein assisted our client, Bolder Capital, a middle-market private equity firm, by negotiating a multi-million dollar loan package with USBank, N.A., and an additional multi-million dollar recapitalization for Mid-America Recycling Company, one of Bolder's portfolio companies. The funds were used, in part, to replace existing senior and mezzanine debt and to provide working capital for a new capital investment project in Dallas and San Antonio that will double the size of the company's operations in those markets. We will be assisting Mid-America in the implementation of the project and the negotiation of long-term contracts with Dallas and San Antonio, through which our client will serve as the sole provider of recycling process services for both municipalities.
Sonnenschein represented Brilliant Telecommunications, Inc. in a $6.9 million series A investment.
We represented Celerity Partners in the acquisition of Personnel Insurance Services, Inc. (PSI), including equity and debt financings to provide the funds for the acquisition. PSI is an insurance agency that sells policies and HMO plans and provides related administrative services to California nonprofit organizations.
We represented the Edison Venture Fund in its Series A preferred stock investment in BillTrust, a leading billing service provider.
Sonnenschein was instrumental in the acquisition of Vascular Control Systems, Inc. (VCS) by Ethicon, Inc., a subsidiary of Johnson & Johnson. VCS is a privately-held company focused on developing medical devices to treat fibroids and to control bleeding in obstetric and gynecologic applications completion. Ethicon is a global medical device company that develops and markets surgical products for use in general surgery, wound management, women's health and cardiovascular surgery.
Serve as regular outside counsel to Experian, a London Stock Exchange-listed company, in its merger, acquisition and joint venture activities, having completed more than $3 billion of acquisition transactions over the last three years, including the acquisition of all of the outstanding capital stock of Hitwise, Inc., a leading global provider of on-demand digital intelligence solutions, and its $1.3 billion acquisition of 70% of the outstanding stock of Serasa, S.A., the leading Brazilian credit reporting agency and the fourth largest credit reporting agency in the world.
Represented Factory Card & Party Outlet Corp., a NASDAQ-listed party supply and greeting card chain, in connection with its sale to Amscan Holdings, Inc., in a cash tender offer followed by a merger.
Represented German-based Fresenius Medical Care, a DAX-30 company, in transactions highlighted by its $4.5 billion acquisition of Renal Care Group by merger, and also including its $500 million sale of dialysis service businesses to a private equity buyer and its $100+ million acquisition of Renal Solutions Inc, a medical device manufacturer.
We successfully represented Highland Cellular LLC, the owner and operator of a wireless communications system in West Virginia and Virginia, in connection with its merger into a subsidiary of Dobson Communications. Total consideration in the transaction was $95 million.
Sonnenschein is representing Highline Media, a portfolio company of Spire Capital Partners engaged in the insurance and financial industry publications and conferences business, in a sale of its operating subsidiaries to Wind Point Partners, for $97 million (subject to adjustments).
Represented Inchcape PLC, a U.K. public company and the world’s largest seller of automobiles, in its acquisition of the Latvian automotive distribution business of Baltic Motors for $100 million.
Sonnenschein simultaneously closed on two major transactions for Kansas City Southern de Mexico, S.A. de C.V., Kansas City Southern's Mexican subsidiary. The transactions include the tender offer and consent solicitation of $150 million 10.25% high yield bonds and the private placement of $175 million 7.625% high yield bonds. The new placement was underwritten by five U.S., Spanish and Canadian investment banks led by Morgan Stanley and Banc of America Securities.
In addition, we represented Kansas City Southern in the registration of 1.4 million common shares for sale by a Mexican shareholder in a $40 million offering underwritten by Morgan Stanley. Because our client temporarily lost the ability to use short-form registrations under the SEC rules, the offer was registered on Form S-1. The registration and closing of the offering were accomplished on a frantic schedule dictated by the Mexican shareholder.
Represented Kapstone Kraft Paper Corporation in connection with its $585 million senior secured credit facilities.
Represented Kapstone Paper and Packaging Corp., a NASDAQ-listed special purpose acquisition corporation, in its acquisition, through an asset purchase, of Kraft Paper business of International Paper, for initial consideration of $155 million and an earn-out of up to $60 million.
Represented the special committee of the Board of Directors of Kellwood in its defense against a hostile bid by Sun Capital and its ultimate sale to Sun Capital for $560 million.
Regularly represent a NASDAQ 100 company, Molex Incorporated, in its acquisition and strategic joint venture activities, including its $250 million acquisition of Woodhead Inc. by tender offer and merger.
Represented the $44 billion (in assets) Brazilian industrial conglomerate Votorantim Cementos North America Inc. and its affiliate St. Marys Cement Inc. in the acquisition of Prairie Material Sales Inc., the largest independent ready-mix concrete company in the Midwest.
Sonnenschein assisted a U.K.-based multinational client in an international private placement of floating rate euro and dollar notes valued at more than $35 million, in connection with a collateralized debt obligation (CDO) of a large European aggregator of public debt, with related synthetic CDOs being listed on the Irish Stock Exchange.
We successfully represented Mediacom Broadband, LLC, a wholly-owned subsidiary of Mediacom Communications Corporation, in connection with its Rule 144A issuance and sale of $300 million aggregate principal amount of Senior Notes due 2015. The Senior Notes were issued as an "add-on" to an August 2005 issuance of $200 million Senior Notes. The proceeds of the Senior Note offering were used to repay indebtedness outstanding under a revolving credit facility.
Sonnenschein represented portable fuel cell company Medis Technologies Ltd. in a Rule 144A sale of $65.5 million of its Series A 7.25 percent Cumulative Convertible Perpetual Preferred Stock. Citigroup Global Markets Inc. acted as placement agent for the private offering. In a concurrent registered offering, Medis issued and loaned 1.5 million shares of its common stock to a Citigroup affiliate under a five-year share lending agreement. The Citigroup affiliate used the proceeds to facilitate hedging transactions undertaken by purchasers of Medis’ Series A Preferred Stock.
We represented NewSpring Ventures in its Series B financing of EKR Therapeutics Inc.
Sonnenschein represented Pacific Media Capital, LLC (a domestic finance and loan sourcing company that is affiliated with firm client D.B. Zwirn & Co.), as agent, in connection with a $34 million senior secured term loan facility to Willamette Broadband, LLC, a cable television provider serving suburban communities in the State of Oregon. The deal required the negotiation of an intercreditor agreement between Pacific Media Capital and BIA Digital Partners SBIC II LP, the purchaser of $4 million senior subordinated notes and a warrant to purchase $2 million of equity securities. Proceeds of the loan were used to refinance the company’s existing indebtedness and finance the upgrade of the company’s cable systems.
We successfully represented The Praxis Companies, a portfolio company of Meridian Venture Partners II., L.P., in connection with its new $24 million senior credit facility with LaSalle Business Credit LLC.
Sonnenschein represented PrimeSource Building Products, Inc., a wholly-owned subsidiary of Itochu International Inc., in connection with its acquisition of Terminal Commercial Company (d/b/a Pacific Steel & Supply), a building supply company, for $27 million.
Represented the independent members of the board of directors of NYSE-based SCPIE Holdings Inc., the largest medical malpractice insurer in California, in its $270 million pending sale to The Doctors Company and in the ensuing proxy fight of the company with activist investor Stilwell Value Partners III L.P. and its founder Joseph Stilwell.
Represented Salton, Inc., a New York Stock Exchange small consumer appliance company, in its acquisition of Applica Incorporated through a merger valued in excess of $125 million.
Represented Sara Lee in connection with their $3.2 billion senior revolving credit facilities and as U.S. finance counsel to Sara Lee/De Antilles, N.V. in connection with their Enro250,000,000 term credit facility.
Sonnenschein represented Sony Computer Entertainment America Inc. (SCEA), the distributor of the popular PlayStation2 and PlayStation Portable devices, in its acquisition of video game developer Zipper Interactive, Inc., best know for its hit game series SOCOM U.S. Navy Seals. Sonnenschein has represented SCEA in a number of acquisitions since 2000 and SCEA continues to look to Sonnenschein as its outside counsel in this area.
We represented Sunspring Metal Corporation, the world's largest manufacturer of zinc die cast components, in an acquisition of 100 percent of the outstanding capital stock of Gamco Products Company, a wholly owned subsidiary of Masco Corporation, and the negotiation of a long-term supply agreement with Delta Faucets Company, also a subsidiary of Masco Corporation.
Represented Tribune Company, owner of daily newspapers in 10 U.S. cities, in the outsourcing of its circulation call centers to APAC Customer Services Inc., which has operations in the Philippines. Provided strategic support to the Tribune Company in connection with the development of the customer service solution, and negotiated the transaction.
Sonnenschein has closed three acquisitions of insurance companies on behalf of WellCare Health Plans, enabling WellCare to offer private fee-for-service indemnity insurance in all 50 states.
Representing the investment banking firm William Blair & Company LLC as financial advisor to gum and candy maker The Wrigley Company, in connection with its $23 billion merger with Mars, Inc., one of the world’s leading confectionery companies.
Regularly represent Willis Stein & Partners, a Chicago-based private equity fund group, in both formation of platform companies and their acquisition activities, including Merit Health Systems, its hospital management platform company.
