Served as counsel to BTIG, LLC, a global financial services firm specializing in institutional trading, investment banking, research, and related brokerage services, as sales agent, in connection with its $20 million at-the-market offering by Bullfrog AI Holdings, Inc., a digital biopharmaceutical company focusing on artificial intelligence and machine learning.
Represented Acreage Holdings, Inc. (Acreage) -- a large, multistate owner of cannabis licenses and assets in the United States -- in its acquisition of Form Factory, Inc. through an all-stock transaction valued at $160 million. Form Factory is a cannabis manufacturer, co-packer, and distributor headquartered in Portland, Oregon. Cozen O'Connor also served as Acreage's U.S. corporate counsel in its reverse takeover of Toronto-based Applied Inventions Management, resulting in the listing of Acreage shares on the Canadian Securities Exchange.
Represented Spell Capital Partners, LLC in connection with its acquisition of Polar Plastics Inc., a manufacturer of plastic film and low-density polyethylene packaging products based in St. Paul, Minn.
Underwriter's counsel to Alexander Capital, L.P., acting as lead managing selling agent for $6.5 million Regulation A+ initial public offering of common stock of Xspand Products Labs, Inc.
Underwriter's counsel to Boenning & Scattergood, Inc., acting as sole book-running manager (with American Capital Partners, LLC and Joseph Gunnar & Co., LLC acting as co-managers) in connection with an underwritten public offering by 1347 Property Insurance Holdings, Inc. of its 8% Cumulative Preferred Stock, Series A.
Counsel to Ocean Power Technologies, Inc. in its at-the-market offering of shares of common stock.
Counsel to publicly listed SoftBrands, Inc. on its sale to affiliate of Golden Gate Private Equity, Inc. and Infor Global Solutions Holdings Ltd.
Counsel to publicly listed HireRight, Inc. on its sale to U.S. Investigations Services, LLC.
Counsel to publicly listed Lifecore Biomedical, Inc. on its sale to Warburg Pincus LLC.
Represented Spell Capital Partners, LLC in connection with its acquisition of Complete Packaging, LLC, a leading supplier of precision-engineered and customizable packaging solutions primarily to automotive and industrial markets based in Monroe, Mich.
Represented Spell Capital Partners, LLC, a private equity firm, in connection with its acquisition of Grigg Box Co., Inc. and Metro Packaging, Inc., providers of engineered wood and corrugated packaging to industrial customers based in Detroit.
Represented Piper Jaffray Companies in connection with its fairness opinion for AtriCure, Inc., a provider of technologies for the treatment of atrial fibrillation and related conditions, in its $300 million acquisition of SentreHEART, Inc., a privately owned medical device company focused on innovative technology for remote delivery of sutures for closure of anatomic structures.
Represented MyLife, Inc., an Illinois-based home healthcare agency, and its shareholders in its sale to Team Select Home Care, a Medicare home healthcare agency headquartered in Arizona.
Served as underwriters' counsel to JMP Securities, LLC, a full-service investment banking and asset management firm, acting as sole book-running manager for a $40 million convertible senior note offering for Western Asset Mortgage Capital Corporation, a diversified mortgage finance REIT.
Represented Alexander Capital, L.P., as placement agent, in a PIPE offering of common stock by Edison Nation, Inc.
Represented Alexander Capital, L.P., as placement agent, in a PIPE offering of senior convertible preferred stock by AzurRx BioPharma, Inc.
Represented JMP Securities, LLC, acting as sole book-running manager, in a re-opened offering of convertible senior notes for Western Asset Mortgage Capital Corporation.
Represented Agiliti Health, Inc., an essential service provider to the United States health care industry, in its acquisition of Mobile Instrument Service and Repair, Inc., a provider of surgical equipment repair to hospitals.
Served as U.S. counsel to the shareholders of TNI medical AG, a ventilation company headquartered in Wurzburg, Germany, in its sale to Masimo Corporation, a global medical technology company that develops and manufactures noninvasive patient monitoring technologies, including medical devices and a wide array of sensors.
Represented Ampco-Pittsburgh Corporation (NYSE: AP), the world's largest producer of rolled steel, in a rights offering through which AP delivered up to 5.5 million shares of its common stock and 12.3 million Series A warrants. The Series A warrants were approved for listing on the NYSE, and the common stock will continue to trade on the NYSE.
Represented Binarytree.com Inc., a provider of cloud based software migration services, in its acquisition by Quest Software Inc., a global systems management, data protection, and security software provider.
Represented JMP Securities, LLC in its role as underwriter to AFC Gamma, a cannabis industry-focused commercial mortgage REIT in connection with its initial public offering. The company raised approximately $136.6 million by offering 7,187,500 shares, after giving effect to the exercise by the underwriters of their over-allotment option.
Represented Acreage Holdings in a groundbreaking, $3.4 billion transaction to be acquired by Canadian cannabis giant Canopy Growth Corporation once cannabis has been federally legalized in the United States, with Acreage continuing to operate as a stand-alone business in the meantime. This first-of-its-kind transaction involved crafting a unique deal structure and navigating the challenges presented by the illegality of cannabis under U.S. federal law. The transaction drew on the experience of the firm's corporate, tax, employee benefits, antitrust, and intellectual property attorneys.
Represented Acreage Holdings, Inc. in its $67 million acquisition of 100 percent equity interest in Florida-based Nature's Way of Miami, Inc.
Represented Viridescent Realty Trust, Inc., an affiliate of private equity firm Viridescent Capital Partners, in connection with raising more than $125 million for origination of loans to cannabis companies and launching a new mortgage real estate investment trust that will handle such origination.
Served as underwriter's counsel to Aegis Capital Corp. in the initial public offering for Jupiter Wellness, Inc. (formerly CBD Brands, Inc.).
Represented Spell Capital Partners, LLC, a private equity firm,in the sale of Polar Plastics, LLC, a manufacturer of plastic film and low-density polyethylene packaging products, to Revolution, a provider of closed-loop plastic products serving the agricultural, consumer, and industrial markets.
Represented Agiliti Health, Inc., an essential service provider to the United States health care industry, in its $475 million acquisition of Northfield Medical, Inc., a nationwide repair service provider for medical devices.
Represented Healthier Choices Management Corp. (HCMC) in raising approximately $27 million in gross proceeds through the sale of its common stock to its existing stockholders in an SEC-registered rights offering.
Represented Talon 1 Acquisition Corp., a special purpose acquisition corporation (SPAC) in the aerospace and aviation industries, in its $230 million initial public offering of 23 million units.
Represented Planet 13 Holdings Inc. (OTC: PLNH) in its $91 million (CAD) acquisition of Next Green Wave Holdings Inc.
Represented the shareholders of Aries Global Logistics, Inc., an international air and ocean freight forwarder, in its $105 million sale to NTG Air & Ocean USA, Inc., a subsidiary of NTG Nordic Transport Group A/S, a publicly traded Danish transportation company.
Represented Alexander Capital, L.P., an investment banking, advisory, institutional sales, trading, capital markets, and wealth management services company, as underwriter's counsel in connection with an underwritten public offering of common stock of Mill City Ventures III, LTD and concurrent uplisting on the Nasdaq Capital Market. Mill City is a non-bank lender and specialty finance company.
Served as underwriter's counsel to investment banking and brokerage firm Alexander Capital L.P. in connection with the $15 million initial public offering of Laser Photonics Corporation (NASDAQ: LASE), a developer and manufacturer of industrial-grade laser cleaning, 3D printing, cutting, and marking machines.
Represented United Intermodal Enterprises LLC in its sale of Consolidated Chassis Management LLC, a manager of marine chassis pools in the United States, to funds managed by the transportation infrastructure strategy of Oaktree Capital Management, L.P.
Represented Complete Packaging LLC, a designer and fabricator of highly engineered multi-substrate protective packaging solutions, as the seller in a transaction that involved the negotiation of a sale/leaseback of the underlying real property through a subsidiary. The buyer and ultimate tenant under the sale/leaseback lease was Specialized Packaging Group, a vertically integrated provider of protective packaging products.
Represented Spell Capital Partners, a private equity firm, in its acquisition of the operating and real estate assets of All Star Corrugated.
Represented Lutze Inc., a leading provider of harsh environment cable and cable assembly solutions for high-technology applications in the industrial market, in its sale to Amphenol Corporation, one of the world's largest designers, manufacturers, and marketers of electrical, electronic, and fiber optic connectors and interconnect systems, antennas, sensors and sensor-based products, and coaxial and high-speed specialty cable.
Represented private equity firm Spell Capital Partners, LLC in its sale of Viking Plastics, an injection molding and value-added assembly service provider, to Osprey Capital, a private family office.
Served as U.S. counsel to Berlin-based Unstoppable Finance GmbH, the creator of the stablecoin infrastructure platform Iron, in its sale to MoonPay USA LLC, a developer of crypto payment infrastructure.