Mergers & Acquisitions

In today’s hyper-competitive M&A environment, you need legal counsel capable of doing more than just documenting your deal. You need a strategic partner that has been in the trenches, provides you with senior level attention and understands the subtle legal and business points that can make or break a deal. From leveraged buy-outs to strategic acquisitions and dispositions, corporate reorganizations and more, Brownstein’s Mergers & Acquisitions Group delivers sound, business-oriented judgment and will work closely with you to meet your objectives.

Our Mergers & Acquisitions Group attorneys have extensive experience representing both private and public companies in a variety of transactional or business combination contexts, including leveraged buy-outs, asset and equity acquisitions and dispositions, corporate reorganizations, taxes, employee benefits and compensation and general strategy. We work extensively with financial and strategic buyers, sellers, investment banks and other intermediaries, senior and subordinated lenders, management groups and equity investors. Collaborating with the firm’s other corporate and business practice groups, we provide counsel for bankruptcy and restructuring issues, and offer private equity clients a full range of transactional law services.

The Group has extensive experience in transactions involving troubled companies or corporate restructurings. Our experience and regular involvement in this area enables us to help potential buyers evaluate troubled companies and determine whether to acquire such companies without going through bankruptcy proceedings. 

Deals
Representative Matters
  • Represented Subsea Global Solutions, a portfolio company of Lariat Partners, in the acquisition of, and acquisition financing for, All-Sea Underwater Solutions. Subsea is global leader in underwater ship maintenance, repair, and marine construction.

  • Represented True West Capital Partners in providing acquisition financing to Gauge Capital in connection with its acquisition of International Designs Corporation, an add-on acquisition to Beauty Industry Group. Additionally, represented True West Capital Partners in an equity co-investment in the parent holding company of Beauty Industry Group.

  • Represented Bow River Capital Partners in its acquisition of and acquisition financing for Midstate Energy, L.L.C. Midstate Energy is an independent provider of comprehensive development, design and engineering services relating to infrastructure upgrades and energy efficient, asset sustainability solutions.

  • Represented Left Field LLC in its acquisition of the Sonoma Stompers, an independent professional baseball team, from Sonoma Sports and Entertainment, Inc.

  • Represented RAS & Associates, LLC in the sale of substantially all of the company’s assets and certain liabilities relating to the company’s business of providing strategy, management, operations, performance improvement and business consulting services.

  • Represented Pico Digital, Inc. in its sale to ATX Networks, a portfolio company of H.I.G. Capital, LLC.

  • Represented Marana Aerospace Solutions, an aviation MRO service provider and a portfolio company of Monroe Capital, in its purchase of Ascent Aviation Services, another aviation MRO service provider, from LongueVue Capital Partners.

  • Represented Mi Pueblo, a portfolio company of Victory Park Capital, in its sale to an affiliate of Kohlberg Kravis Roberts & Co. L.P. Mi Pueblo is Northern California’s leading Hispanic grocery retailer. In connection with this transaction, KKR also acquired Cardenas Markets, a Southern California Hispanic grocery retailer.

  • Represented Clarion Capital Partners, LLC in its acquisition of and acquisition financing for Madison Logic, Inc.

  • Represented the Bay Club Company in the sale of Santa Barbara Clubs to a Golds Gym Franchisee.

  • Represented The Bay Club Company, a California-based active lifestyle corporation, in acquiring Fairbanks Ranch Country Club in San Diego, CA.

  • Represented The Bay Club Company, a California-based active lifestyle corporation, in acquiring The Golf Club at Boulder Ridge in San Jose, CA.

  • Represented Gaia in the sale of its branded fitness equipment and apparel business to Sequential Brands and Fit for Life.

  • Represented Ergentus Emergency Physicians in its merger with US Acute Care Solutions, a portfolio company of Welsh, Carson, Anderson & Stowe.

  • Represented Mesa Foods and its largest owner, Encore Consumer Capital, in the sale of Mesa Foods, a leading producer of high quality tortillas, flatbreads and taco shells, to Teasdale Foods, a leading provider of private label and branded beans, hominy, peppers, sauces, corn products and seasoning products.

  • Represented NexusTek Holdings, LLC in its acquisition of all of the membership interests of iPremise, LLC.

  • Represented Residential Property Management of Idaho and Allied Maintenance Plus, a full service property management family of companies, in its sale to park Place Property Management, a portfolio company of TZP Group LLC.

  • Represented SC Venture Acquisition LLC, the manager of PA-SC Venture I LLC, in acquiring a majority/controlling interest in PA-SC Atlanta Project LLC, a distribution facility subject to a triple net lease, which is one of many add-on acquisitions for portfolio companies with similar purpose, by SC Venture Acquisition LLC.

  • Represented SC Venture Acquisition LLC, the manager of PA-SC Venture I LLC, in acquiring a majority/controlling interest in PA-SC West Palm Beach Project LLC, a distribution facility subject to a triple net lease, which is one of many add-on acquisitions for portfolio companies with similar purpose, by SC Venture Acquisition LLC.

  • Represented SC Venture Acquisition LLC, the manager of PA-SC Venture I LLC, in acquiring a majority/controlling interest in PA-SC Boulder Project LLC, a distribution facility subject to a triple net lease, which is one of many add-on acquisitions for portfolio companies with similar purpose, by SC Venture Acquisition LLC.

  • Represented Gaiam Travel, Inc. in the sale of its 51% interest in Natural Habitat, Inc. for $12.85 million.

  • Represented Rise Medical Staffing, a rapidly-growing provider of travel nurse staffing solutions to hospitals and other healthcare facilities throughout the United States, in its sale to Advanced Medical Personnel Services, Inc., a portfolio company of Clearview Capital Fund III, L.P.

  • Represented Stryker Sonoma Winery, LLC and Stryker Sonoma Vineyards, LLC, producers of high quality wine varietals in the Alexander Valley, in the sale of substantially all of their assets to Foley Family Wines, Inc., an emerging wine company with a focus towards collecting artisan and premium wineries, brands and vineyards.

  • Represented Fertility Lab Sciences, LLC in formation of a new fertility laboratory joint venture and intellectual property licensing arrangements in San Francisco.

  • Represented Fertility Lab Sciences, LLC in formation of a new fertility laboratory joint venture and intellectual property licensing arrangements in Northern Virginia.

  • Represented Home Encounter, LLC, a full service property management company, in its sale to HRG Management, LLC, a portfolio company of TZP Group LLC.

  • Represented Park Place Property Management, LLC, a full service property management company, in its sale to HRG Management, LLC, a portfolio company of TZP Group LLC.

  • Represented KSE Radio Ventures, LLC, a wholly-owned subsidiary of Kroenke Sports & Entertainment, LLC, in its acquisition of Denver broadcast radio station KRWZ from Entercom Communications Corp.

  • Brownstein represented Gilbert Hospital, LLC, a general acute-care hospital based in Gilbert, Arizona in connection with its merger with Florence Hospital at Anthem, LLC pursuant to a confirmed Chapter 11 plan of reorganization. Representation included all aspects of a sophisticated merger transaction, including transition of the two hospitals under joint ownership and operation, coordinating employment and equity compensation documents for employees, and identifying and resolving health care regulatory aspects of the foregoing.

  • Represented Subsea Global Solutions, a portfolio company of Lariat Partners, in the acquisition of substantially all of the assets of Sea Sub Systems, Inc. in Tampa, FL.

  • Represented Fertility Lab Sciences, LLC in a joint venture transaction with Atlanta Center for Reprductive Medicine, LLC to form CCRM Atlanta, LLC.

  • Represented KSE Radio Ventures, LLC, a wholly-owned subsidiary of Kroenke Sports & Entertainment, LLC, in its acquisition of Denver broadcast radio stations KIMN-FM 100.3, KXKL-FM 105.1 and KWOF-FM 92.5 from Wilks Broadcast Group, LLC.

  • Represented Pipeliner's Warehouse Inc. ("PWI") in the acquisition of PWI by Cross Country Pipeline Supply, Inc. PWI is a Houston, Texas-based provider of consumable pipeline construction supplies to the U.S. midstream market with a strong presence across the Gulf Coast.

  • Represented Encore Consumer Capital, a San Francisco-based private equity investment firm focused on the consumer products industry, in its acquisition of LORAC cosmetics. LORAC is a developer and marketer of branded, prestige color cosmetics that are distributed through specialty beauty retailers, department stores and online.

  • Represented Encore Consumer Capital, LP in the sale of its portfolio company, FreshKO Produce Services, Inc., a distributor of high-quality fresh produce throughout central and northern California, to C&S Wholesale Grocers, Inc., the largest wholesale grocery supply company in the United States.

  • Represented Emergency Physicians at Porter Hospitals in its Agreement and Plan of Merger by and among U.S Acute Care Solutions Holdings, LLC and USACS Management Group, Ltd.

  • Represented MGM in the sale of Circus Circus Reno's assets and MGM's 50% equity interest in the Silver Legacy Resort Casino Reno.

  • Represented Bow River Capital in the sale of its portfolio company, AUC Group, L.P., to Argosy Capital. AUC is a leading provider of wastewater treatment solutions to municipalities, Municipal Utility Districts, and corporations primarily in the state of Texas. AUC provides a turnkey service offering composed of design, fabrication, installation, and financing of modular wastewater treatment facilities.

  • Represented PAS Technologies, Inc., a portfolio company of KRG Capital Partners, LLC, in its acquisition of Bolton Aerospace, Inc.

  • Represented Corr-Jensen Inc. in its acquisition of the ANS brand and its related products from Advanced Nutrition Systems, LLC.

  • Represented American Medical Response (AMR), a subsidiary of Envision Healthcare Holdings, Inc., in its acquisition of Community Emergency Medical Services, a medical transportation company serving Central Massachusetts

  • Represented American Medical Response (AMR), a subsidiary of Envision Healthcare Holdings, Inc., in its acquisition of Vital Emergency Medical Services, a full service, medical transportation company in the Central Massachusetts region.

  • Represented Global Employment Solutions, a portfolio company of TZP Group, in its acquisition of Information Technology Engineering Corporation, a premier IT staffing firm.

  • Represented The Bay Club Company in its acquisition of Active Sports Clubs’ Santana Row location through an asset purchase.

  • Represented Encore Consumer Capital in its acquisition of Fantasy Cookie Corporation, a leading private label and contract manufacturer of premium, innovative cookie products.

  • Represented Altitude WFN, LLC, a wholly-owned subsidiary of Kroenke Sports & Entertainment, LLC, in its acquisition of World Fishing Network LLC from Insight Sports Ltd.

  • Represented Fresh Produce Holdings, LLC in its Chapter 11 case, having completed a sale of the Company's assets to a purchaser preserving the going concern after a robust auction.

  • Represented California Splendor, Inc. in its acquisition of Santiam River, Inc., a leader in the Northwest Blackberry industry.

  • Represented MGM in connection with the sale of the Gold Strike Hotel & Casino and related assets.

  • Represented CareGivers America in its sale to All Metro Health Care Services, a portfolio company of Nautic Partners.

  • Nevada counsel to the agents and lenders of the revolving and term loan credit facilities, to the common security agent and to the representatives of the initial purchasers of the notes in connection with the financing of GTECH's acquisition of International Game Technology.

  • Represented Bay Club Company in its acquisition of Spectrum Clubs, Inc. and its subsidiaries. Spectrum Clubs, Inc. owned 11 sports resort facilities in the Los Angeles metro area.

  • Represented MGM in connection with the dispostion of the Railroad Pass Hotel & Casino in Henderson, Nevada.

  • Represented Encore Consumer Capital in its acquisition of Full Sail Brewing Company, a craft brewery located in Hood River, Oregon.

  • Represented KSL Capital Partners, LLC through a full auction process in the sale of the iconic Royal Palm Hotel located in Miami Beach, Florida to Chesapeake Lodging Trust, a publicly traded REIT.

  • Represented Encore Consumer Capital in its investment in Thanasi Foods, the Boulder, Colorado-based company that owns the BIGS Seeds and Duke’s Smoked Meats brands.

  • Represented Riviera Holdings Corporation in its sale of the real estate assets associated with the Riviera Hotel and Casino in Las Vegas to the Las Vegas Convention and Visitors Authority.

  • Represented Envision Healthcare Holdings, Inc. in its acquisition of VISTA Staffing Solutions from On Assignment, Inc. VISTA is a leading provider of locum tenens staffing and permanent placement services for physicians, nurse practitioners and physician assistants, offering international placements and physician search and consulting services to hospitals, medical practices and government agencies.

  • Represented Encore Consumer Capital in its acquisition of VanLaw Food Products, Inc., a leading private label and contract manufacturer of liquid food products including salad dressings, sauces, marinades, syrups, beverage bases, and flavorings.

  • Represented Alerion Capital Group in Series A-1 Senior Convertible Preferred investment in Isonas, Inc.

  • Represented PAS Technologies, Inc., a portfolio company of KRG Capital Partners, LLC, in the sale of its Irish industrial gas turbine subsidiary to Knox Capital Holdings, LLC, a private equity investment firm.

  • Served as counsel to Renal Ventures Management, LLC on its sale of interests in and new joint venture with Renal Center of Storm Lake and Renal Associate Holdings, LLC. Both Renal Ventures Management and Renal Associates Holdings, LLC are engaged in the business of providing intermittent or continuous renal replacement therapy, dialysis supply services, renal diagnostic testing and other health care services.

  • Served as counsel to Renal Ventures Management, LLC on its joint venture with Renal Center of Monroe and Hypertension and Nephrology Specialists Dialysis Ventures, LLC. Both Renal Ventures Management and Hypertension and Nephrology Specialists Dialysis Ventures, LLC are engaged in the business of providing intermittent or continuous renal replacement therapy, dialysis supply services, renal diagnostic testing and other health care services.

  • Brownstein acted as outside general counsel for Freeport LNG Development, L.P. (Freeport LNG) and its subsidiaries in the funding of a multi-train natural gas liquefaction and export facility being constructed at Freeport LNG’s existing LNG regasification facility at Quintana Island near Freeport, Texas ("the Freeport Facility"). The funding took the form of a separate debt facility and joint venture for each of Train 1 and Train 2 of the Freeport Facility. The total committed debt and equity (including for contingencies and cost overruns) is in excess of US$11 billion. The financing was the largest fully non-recourse construction project financing in history.

  • Represented WealthTouch Holdings, Inc., a leading provider of consolidated investment reporting services to ultra-high net worth families, family offices, wealth advisors and foundations, in its sale to Archway Technology Partners, LLC, an Indianapolis-based provider of software products and outsourced support services for the investment management and private wealth management industries.

  • Obtained the final regulatory approvals for Scientific Games Corporation to purchase Bally Technologies Inc.

  • Represented NGL Water Solutions Bakken, LLC, a subsidiary of NGL Energy Partners, in its acquisition of two salt water disposal facilities from WaterWorks Corral Creek, LLC, and Saltwater Disposal Systems, LLC. Both facilities are located in the Bakken shale play in North Dakota.

  • Represented Kroenke Sports & Entertainment, LLC in its acquisition of, and acquisition financing for, the Sportsman Channel and related properties from InterMedia Partners, LP.

  • Represented Natural Habitat, Inc. in its joint venture acquisition of The Travel Yogi, LLC a travel company specializing in travel experiences to yoga retreats around the world.

  • Represented WestWater Energy, LLC and certain of its subsidiaries, which, among other things, operate evaporation ponds and solid waste disposal facilities in Colorado, Utah and Wyoming, in the sale of assets related to such evaporation ponds and disposal facilities to OWL Rockies, LLC and its affiliates.

  • Represented ClubCorp Inc. in its acquisition of Atlanta-based Sequoia Golf in a deal valued at roughly $265 million. The deal for the additional 50 clubs was negotiated and concluded in only two months.

  • Represented an affiliate of Lion Equity Partners, a Denver-based private equity firm, in its acquisition of Homes & Land, an integrated real estate media platform, providing local real estate information throughout the U.S. and parts of Canada.

  • Represented Encore Consumer Capital in its majority investment in Seattle-based indie brand, butter LONDON.

  • Represented Columbia Properties Laughlin and CP Laughlin Realty, LLC in connection with the sale of the real property and substantially all of the assets associated with the River Palms Resort Casino and a short-term leaseback of such real property and assets. Nevada Restaurant Services, Inc. and Laughlin Hotel, LLC purchased the River Palms Resort Casino for a purchase price of $6,750,000.

  • Represented KSL Capital Partners in its acquisition of a controlling interest in Miraval Resort & Spa, a luxury wellness spa in Tucson, Arizona, and its brand. Additionally, the firm negotiated joint venture/partnership agreement with the prior owner, and restructured Miraval as part of acquisition.

  • Represented KSL Capital partners, in the sale of the Bay Club Companies to York Capital Management with a minority investment from JMA Ventures and the company's management team.

  • Represented buyer in a merger transaction where buyer acquired all of the outstanding capital stock of Taos Ski Valley, Inc. by merger.

  • Represented RGS Energy, a nationwide leader of turnkey solar energy solutions for residential, commercial, and utility customers, in its acquisition of Elemental Energy, LLC, a full-service solar energy firm operating under the Sunetric brand, based in Oahu, Hawaii.

  • Provided general corporate and health care regulatory advice to Colorado Pain Care, LLC in connection with its joint venture formation and participation in private equity backed pain care platform.

  • Represented Workforce Insight, Inc. through the robust auction process through and including consummation of a sale of a majority of the issued and outstanding equity interests to an affiliate of Baird Capital Partners with the founders retaining an ongoing minority interest.

  • Represented Tropicana Entertainment Inc. (the gaming vehicle of Icahn Enterprises LP) in the acquisition of the Lumiere Place Casino, HoteLumiere, and Four Seasons Hotel St. Louis, from certain subsidiaries of Pinnacle Entertainment, Inc . through the purchase of all of the equity securities of the Pinnacle entities that hold the assets associated with such properties.

  • Represented cosmetics and skin care brand Tarte, Inc., a portfolio company of Encore Consumer Capital, in its sale to Japan's KOSÉ Corporation, a Tokyo-based global cosmetics business.

  • Represented GlobaLinks in its sale to International Study Abroad (ISA).

  • Represented Victory Park Capital Advisors in the sale of its portfolio company, Global Employment Holdings, Inc., to TZP Group.

  • Represented American Medical Response, Inc., a subsidiary of Envision Healthcare Holdings Inc., in its acquisition of MedStat EMS, Inc., a Mississippi based ambulance company.

  • Represented Union County, New Mexico in connection with general corporate and health care regulatory matters with respect to Union County General Hospital, including operating and management agreements and potential acquisition of hospital assets.

  • Represented DigitalGlobe in its acquisition of Spatial Energy, a leading source for digital imagery and related services to the energy industry.

  • Represented Fertility Lab Sciences in formation of a new fertility laboratory joint venture in Minneapolis, Minnesota.

  • Brownstein represented Lion Equity Partners, through its affiliate, in its sale of its portfolio company Rockpoint Logistics.

  • Represented RGS Energy in its acquisition of Mercury Energy, an east coast solar integrator.

  • Represented Encore Consumer Capital and other owners in the sale of Zuke’s LLC to Nestlé Purina PetCare Company.

  • Represented Mexico Retail Properties and MRP Group, LP in the largest ever real estate transaction in Mexico's history consisting of the sale of 49 commercial properties and the sale of MRP Group's property management platform for an aggregate purchase price of approximately US $2.0 Billion to FIBRA Uno, the first and largest real estate investment trust in Mexico.

  • Represented Lariat Partners, LP, a Denver-based private equity firm, in its acquisition and financing of a controlling interest in Subsea Global Solutions, LLC, an underwater ship repair, husbandry and maintenance company.

  • Represented Gaiam TV Canada, Inc., a wholly-owned subsidiary of Gaiam, Inc., in its acquisition of My Yoga Online ULC, a provider of streaming digital yoga media, from Fresh Eye Productions Inc.

  • Represented Gaiam, Inc. in a carve out sale transaction in which it sold its non-Gaiam branded entertainment media distribution business to Cinedigm Inc. for $51.5 million.

  • Represented Breakthrough Products in its $3.4 million convertible note purchase agreement.

  • Represented Victory Park Capital Advisors in the sale of its portfolio company, Ascent Aviation Services Corp., to LongueView Capital.

  • Advised William Hill plc, the UK's leading book maker, in its acquisition of 100 per cent of the equity of American Wagering (dba Leroy's) and Brandywine Bookmaking (dba Lucky's), and the race book and sports pool assets and inter-casino linked system of Sierra Development Company (dba Club Cal Neva). Our gaming and corporate/M&A teams represented William Hill in these acquisitions and continue to represent the company in obtaining all necessary licenses and regulatory approvals. Brownstein represents both William Hill and William Hill Online in their US operations.

  • Brownstein represented Fertility Laboratories of Toronto, LLC in a joint venture transaction with Thomas Hannam Medicine Professional Corporation to establish Fertility Laboratories of Toronto Inc. and Fertility Surgical Centres of Toronto Inc.

  • Brownstein represented Regional Care Physicians Group, Inc., an Arizona non-profit corporation (the "Buyer," also known as/affiliated with Casa Grande Regional Medical Centers) in an Asset Purchase Agreement with an Arizona medical practice group.

  • Represented Envision Healthcare Corporation, a service provider of healthcare-related services to consumers, hospitals, healthcare systems, health plans and local, state and national government entities, in its acquisition of TMS Management Group, Inc., a provider of non-emergency transportation management and brokerage services. The company is headquartered in Clearwater, FL.

  • Represented Cross MediaWorks, Inc., a portfolio company of Clarion Capital Partners, in its sale to Lee Equity Partners, LLC.

  • Represented Casa Grande Regional Medical Center in its Agreement and Plan of Merger by and among Cancer Treatment Services Arizona, LLC, Cancer Treatment Services International, Arizona LLC, Regional Health Care Ventures and Arizona Radiation Therapy Management Services, Inc.

  • Represented Encore Consumer Capital, a private equity firm built to help consumer products companies grow, in its acquisition of Mesa Foods, a producer, manufacturer and distributor of corn and flour products for restaurants, grocery stores, national accounts, food service and private labels. Mesa Foods is headquartered in Louisville, KY.

  • Acting as gaming and regulatory counsel to SHFL Entertainment in its proposed acquisition by and merger with Bally Technologies, Inc. Our gaming group has advised SHFL Entertainment in applicable licensing criteria and assisted in obtaining regulatory approvals for its merger with Bally Technologies in 61 countries and over 70 state and tribal regulatory jurisdictions in the US.

  • Represented Fahrenheit IT Staffing and Consulting, a division of Global Employment Solutions, in its acquisition of Indecon Solutions, a premier IT staffing firm.

  • Negotiated the $7 million sale of the River Palms Hotel Casino in Laughlin, Nevada to Reno-based M1 Gaming on behalf of Tropicana Entertainment Inc.

  • Represented client in acquisition of a specialty sports retail establishment.

  • Representing the third largest gaming company in the US, Penn National, on all gaming licensure and regulatory matters, including negotiation of definitive agreements for Penn National to develop and manage a casino for the Jamul Indian Tribe near San Diego, California. We also obtained all necessary Nevada regulatory approvals for Penn National to separate a portion of its 28 casinos and race track operations into a real estate investment trust.

  • Represented Warner Music Group in connection with the Universal/EMI merger.

  • Represented an affiliate of Lion Equity Partners, a Denver-based private equity firm, in its acquisition of the international mail services division of Pitney Bowes, a leading provider of customer communication technologies.

  • Represented DigitalGlobe, Inc., the leader in remote sensing and geospatial industries, in its acquisition of Tomnod, a company that analyzes imagery through crowdsourcing software. Tomnod relocated their corporate headquarters to Longmont, CO.

  • Represented Alliant Energy Services, LLC in its disposition of 100% of the stock of its subsidiary, RMT, Inc. to Infrastructure Energy Services, LLC (IEA).

  • Served as counsel to Renal Ventures Management, LLC on its contribution and joint venture formation of Renal Center of Morristown, LLC and Renal Center of Succasunna, LLC, and the subsequent acquisition of assets from AHS Hospital Corp. and financing. Renal Ventures Management provides intermittent or continuous renal replacement therapy, dialysis supply services, renal diagnostic testing and other health care services.

  • Represented Natural Habitat Adventures, Inc., a Colorado-based travel and ecotourism company, in its acquisition of East Africa Safari Ventures Limited, a Kenya-based safari company, and Leleshwa Safari Company Limited, a Kenya-based provider of luxury safari accommodations.

  • Lead counsel for KeyBank National Association, as administrative agent for a bank syndicate group, in providing $100 million incremental term loan financing to Denver-based Air Methods Corporation, a global leading provider of air ambulance service. Proceeds of the loan were used for a special cash dividend and, separately, for the acquisition of Sundance Helicopters, Inc., a Las Vegas-based helicopter tourism business.

  • Represented Emergency Medical Services Corporation in acquisition of Saint Vincent Anesthesia Medical Group, Inc., and Golden State Anesthesia Consultants, Inc. The two companies are affiliated with each other and based in the Los Angeles, California metropolitan area. Both provide outsourced anesthesia services to hospitals in southern California.

  • Represented Kwik Tek, Inc., a leading designer and distributor of branded marine sporting goods and accessories, in its recently announced recapitalization by Guardian Capital Partners. Kwik Tek is the market leader in towables and inflatables. Its product line also includes wakeboards, water skis, kneeboards, life jackets, waterproof cases, protective fenders, and tow ropes. The company's products are marketed through marine distributors, mass retailers, and sporting goods and outdoor chains, under the brands Airhead and Sportsstuff.

  • Represented equity owner in its sale of a 170 room full service historic Dallas hotel property including transfer of historic tax credit financing. Representation included sale negotiations and closing, tax credit financing transfers and releases and windup of management and license agreements.

  • Represented Caduceus, LLC in the acquisition, development and financing of real property in Saginaw, MI; Sandy, OR; Locust Grove, VA; and Ankeny, IA; and the sale of medical office buildings in Chicago, IL; Hainesport, NJ; Chula Vista, CA; and Amarillo, TX.

  • Represented the TriZetto Group, Inc. in its acquisition of Healthcare Productivity Automation, LLC, a Franklin, Tennessee based company that employs a highly advanced, cloud-based claims workflow tool, Health Mason.

  • Representing WMS Industries, in its proposed sale to and merger with Scientific Games Corporation. We have advised WMS in applicable licensing criteria and assisted in obtaining regulatory approvals for its merger with Scientific Games Corporation in 58 countries and over 100 state and tribal regulatory jurisdictions in the US.

  • Represented Renal Ventures Management, LLC in its divestiture of certain assets by Renal Center of Midland-Odessa, LLC to Bio-Medical Applications of Texas, Inc.

  • Restructured the equity ownership of Viking River Cruise Lines, the largest river cruise line company in the world.

  • Represented BroadHop, Inc. in a Series A-1 preferred stock financing from its existing venture capital investors and founders.

  • Representing Fortress Investment Group and its affiliates in the making of a preferred equity investment in an entity owning a large Colorado Shopping Mall with ongoing construction components, including the negotiation of the buy-out of a partner in such entity, representation of the joint venture entity in its acquisition of a simultaneous refinance loan from Wells Fargo Bank, the negotiation of a management agreement with the sponsor regarding the management of the Property and representation of client in all aspects of the structuring of the investment and transactions from a tax perspective in 2012.

  • Represented Republic Financial Corporation in its sale of Griffith Enterprises, LLC to Amphenol Corporation. Griffith Enterprises is a Cottonwood, Arizona-based aerospace systems and components manufacturer specializing in the production of mission-critical interconnect harnesses, electrical sub-assemblies and engine and system controls.

  • Represented EPPH Holding Company, LLC and Ascend Billing Services, LLC in an asset purchase agreement for the sale of assets of Ascend, a medical billing services company, to Medical Consultants, Inc. and Intermedix Corporation.

  • Represented the sellers, including 16 affiliated entities, in the sale of funeral homes, cemeteries and related assets.

  • Represented Lion Equity Partners, through its affiliate, in its acquisition of certain assets from Network Communications, Inc. (NCI). The acquisition included all print, digital assets and trademarks of the long standing real estate brands The Real Estate Book, Mature Living Choices, Senior Living Choices, New Home Finder, New Homes & Ideas and New Homes Journal, along with NCI's publication printing division and facilities. The business, which has been renamed NewPoint Media Group, is the largest publisher of local printed and online home-related magazines in the United States.

  • Represented Glenbrook Consumer Partners, a San Francisco-based investment firm that finances innovative, high-growth consumer brands, in its acquisition of Boa Technology, Inc., the Colorado-based creator of Boa closure systems used in performance footwear, action, sports, outdoor and medical products worldwide.

  • Water rights counsel for the acquisition and development of two major ski resorts.

  • Due diligence regarding water rights and water supply issues for acquisition of Napa County vineyard.

  • Represented KSL Capital Partners in its acquisition of The Grove Park Inn Resort & Spa, a historic resort in Asheville, North Carolina.

  • Represented Gaiam Americas, Inc. in its $13.4 million acquisition of VE Newco, LLC, a subsidiary of Universal Music Group Distribution Corp.

  • Represented Republic Financial Corporation, a Colorado-based private investment company, it the sale of EZ Pack to Navistar.

  • Represented Encore Consumer Capital, an innovative private equity firm investing exclusively in leading consumer products companies, in its acquisition of California Splendor.

  • Represented Miller Global Properties in the negotiation and closing of the acquisition of a 400,000 square foot office building in Houston, Texas. Brownstein also negotiated the related acquisition financing, and structured and documented the joint venture which acquired the property.

  • Assisted Vail Resorts subsidiary Mountain News Corporation to acquire Skiinfo.com, Europe's leading snow-sports web site. Mountain News intends to combine the operations of Skiinfo.com with the operations of OnTheSnow.com, the industry leading snow-sports website currently operated by Mountain News. The combined digital operation will reach 23 million annual unique visitors, operating in 14 languages and 20 nations, the company said. In addition to operating its own websites, the operation will supply snow reports to some 1,500 other websites and media companies.

  • Served as Nevada counsel to a New York Stock Exchange-listed corporation defending more than a dozen putative class actions in Nevada to enjoin the corporation's acquisition of a Nasdaq-listed corporation, a transaction valued at over $360 million. A key issue in the case was the appropriate legal standard for the duties owed by corporate directors of a Nevada corporation when confronted with a potential change of control, such as the sale of the corporation. Specifically, on a motion for preliminary injunction, the lead Nevada court addressed whether the directors of a Nevada corporation are subject to the legal standard established in the Delaware case Revlon, Inc. v. MacAndrews & Forbes Holdings, Inc., 506 A.2d 173 (Del. 1986) and its progeny. After extensive, expedited briefing and oral argument, the court denied plaintiffs' motion for preliminary injunction, rejected application of the Revlon standard and held instead that the codification of the business judgment rule set forth in NRS 78.138 was applicable in the case. The acquisition closed shortly thereafter.

  • Represented Lube Distributions Holdings Inc, a portfolio company of KRG Capital Partners in the sale of Petro-Choice, the largest distributor of consumable commercial, industrial and passenger vehicle lubricants in the Mid-Atlantic and Upper Midwest regions of the U.S, to Greenbriar Equity Group.

  • Represented Global Employment Holdings, Inc., a temporary staffing and professional employment organization, in its acquisition of an information technology staffing business located in Virginia.

  • Served as Nevada counsel to HMS Holdings Corp. in connection with its acquisition of HDI Holdings, Inc. and the immediately subsequent financing, in which HDI Holdings, Inc. and its wholly-owned subsidiary, HealthDataInsights, Inc., were guarantors of a $450 million credit facility entered into by HMS Holdings Corp.

  • Served as counsel to Renal Ventures Management, LLC on its contribution, joint venture formation and debt financing for Renal Center of Beaumont, LLC, Renal Center of Orange, LLC, Renal Center of West Beaumont, LLC, Renal Center of Nederland, LLC, and Renal Center of Port Arthur, LLC, and the subsequent acquisition of assets from the other party, which closed on December 15, 2011. Both Renal Ventures Management and Renal Care Group-Beaumont, L.P. provide intermittent or continuous renal replacement therapy, dialysis supply services, renal diagnostic testing and other health care services.

  • Served as counsel to Renal Ventures Management, LLC on its contribution and joint venture formation of Renal Center of Fort Dodge, LLC and Renal Center of Webster City, LLC, and the subsequent acquisition of assets from Trinity Regional Medical Center and financing, which closed on December 9, 2011. Both Renal Ventures Management and Trinity Regional Medical Center provide intermittent or continuous renal replacement therapy, dialysis supply services, renal diagnostic testing and other health care services.

  • Represented Daniels Family Funeral Services in connection with the sale of a portion of their assets consisting of real and personal property.

  • Represented an affiliate of Hilton Worldwide, Inc. in a joint venture with Chicago-based Equity Group Investments in the acquisition and management of the Elysian, a 188-room hotel located in the Gold Coast of Chicago, which hotel was subsequently rebranded as the Waldorf Astoria Chicago.

  • Acted as Nevada counsel in connection with the acquisition by our client, a private equity fund, of a Nevada corporation by a transaction involving a tender offer followed by the merger of a subsidiary of the client with the target company (with the target continuing as an indirect wholly-owned subsidiary of the client). Subsequent to this transaction, Brownstein also served as Nevada counsel to the surviving Nevada corporation as a pledgor of the stock of the borrower in a secured credit facility.

  • Advised General Dynamics Corporation regarding a range of Nevada corporate law issues relating to their tender offer to acquire Force Protection, Inc., a NASDAQ-listed Nevada corporation. Brownstein&'s Nevada litigation team represented General Dynamics in its response to over a dozen lawsuits relating to the tender offer price and process, which were brought in three Nevada counties by Force Protection stockholders. We successfully consolidated the Nevada cases and helped General Dynamics and Force Protection defeat the plaintiffs' attempt to enjoin the tender offer, which culminated in over 81% of Force Protection stockholders tendering their shares. The acquisition closed on December 19, 2011.

  • Represented the investor group in its joint venture to redevelop the historic Union Station train station in Downtown Denver, which is being transformed into a mixed-issued project with a hotel, transit station and restaurant and retails uses.

  • Represented Barden Nevada Gaming, LLC in the $18,000,000 sale, representing 100% of the equity, of the Fitzgerald's Casino and Hotel in Las Vegas.

  • Assisted Vail Resorts, Inc. and its subsidiary Mountain News Corporation, publisher of OnTheSnow the most visited snowsports website in the world, with intellectual property issues associated with the acquisition of SkiReport.com, the second most visited ski report website in North America.

  • Represented Tandem Select, Inc. in the sale of employment screening company to Sterling Infosystems

  • Represented EMSC, the leading provider of emergency medical services in the U.S., in the acquisition of Acute Management, LLC, the management services company of Acute Surgical Care Specialists, PLLC. Based in Plano, Texas, Acute Surgical contracts with hospitals to provide trauma, orthopedic and general surgery physician call coverage. Upon completion of the transaction, Acute became a part of EmCare's newly formed surgery services division.

  • Represented Four S Holdings LLC, a portfolio company of The Decatur Group and the largest franchisee of Sola Salons, in its recapitalization in partnership with John Chidsey, former Chairman and CEO of Burger King Corporation.

  • Assisted Vail Resorts, Inc. and its subsidiary Specialty Sports Ventures, LLC with employment and ERISA issues associated with the acquisition of Outdoor Outlet, LLC, a Wisconsin-based company that owns and operates O2GearShop.com, an online retailer of outdoor/snowsports goods and equipment.

  • Served as Nevada corporate counsel to Weld North LLC, a private equity firm, and its affiliate Weld North Holdings, LLC, an investment fund, in connection with its acquisition of e2020, Inc., a privately-held Nevada corporation, by merger.

  • Represented Atria Senior Living Group Inc. in a deal to merge its real estate interests with the Ventas Inc. real estate investment trust. Brownstein's representation included the analysis of and advice concerning state and local licensing requirements for assisted living and senior living facilities in Colorado, Utah, New Mexico and Nevada; a legal opinion regarding certain transactions affecting facilities in New Mexico; and research and preparation of applications for several ancillary licenses in some of the states, including interfacing with state health officials.

  • Served as special Nevada counsel to Southwest Airlines Co. in its acquisition of AirTran Holdings Inc. valued in excess of $1 billion.

  • Represented PAS Technologies in its purchase of certain aviation technology product lines from Pratt & Whitney, and its entering into a 15-year agreement with the company.

  • Represented KSL Capital Partners, LLC as the purchaser in its $130 million acquisition of the Royal Palm Hotel located in Miami Beach, FL, including $90 million of seller financing. Brownstein also negotiated the purchase and sale agreement and seller financing documents, completed due diligence and closed the acquisition in less than 60 days.

  • Served as Nevada counsel to IBM in its acquisition of TRIRIGA Inc., a leader in environmental sustainability software.

  • Served as counsel to Renal Ventures Management, LLC on its contribution and joint venture formation of Kidney Life, LLC. Both Renal Ventures Management and Kidney Life are engaged in the business of providing intermittent or continuous renal replacement therapy, dialysis supply services, renal diagnostic testing and other health care services.

  • Represented AMG Entertainment, LLC in their merger with and financing related to a significant night club, restaurant and entertainment company with primary operations in Las Vegas, Nevada.

  • Represented Western Liberty Bancorp in its acquisition of Service1st Bank of Nevada in a transaction valued at $20 million.

  • Provided ERISA and employment advice in connection with Vail Resorts, Inc.'s $63 million acquisition of Northstar-at-Tahoe Resort in California.

  • Served as local counsel to EBNT Holdings LTD in connection with a merger and acquisition of a Nevada corporation. Brownstein handled the related financing which involved both a credit facility and notes purchase.

  • Represented Denver Venture School, a public charter school, in the sale of its assets to Envision Schools Colorado in connection with the formation of a new public charter school, Venture Prep. The new school offers a college preparatory curriculum to local students. Brownstein also assisted Denver Venture School with settling outstanding obligations and dissolution of the Denver Venture School entity. The engagement included transaction structuring and consultation with the Board of Trustees on fiduciary obligations in connection with the transaction and the wind down of Denver Venture School.

  • Represented a private equity investment firm in its initial platform acquisition of a leading provider of innovative repairs and advanced coatings for the aerospace, industrial gas turbine and oil and gas industries from a private equity fund.

  • Assisted Vail Resorts, Inc., the parent company of Heavenly Mountain Resort, to acquire Accommodation Station, the third largest property management company in South Lake Tahoe.

  • Assisted Graham Packaging Company, L.P. in a $568 million strategic acquisition of another manufacturer and supplier. In the transaction, Graham Packaging Company acquired all of the limited partnership units of the target company from the company's limited partners and all of the stock of each of the company's three corporate general partners from their stockholders. A manufacturer and supplier of technology-based, customized blow molded plastic containers for the branded food and beverage, household, personal care/specialty and automotive lubricants product categories, Graham Packaging Company is a portfolio company of Blackstone Capital Group.

  • Represented two private equity firms in successful bid for and acquisition of SouthWest Water Company (SWWC), a publicly-traded, investor-owned water utility with operations in several states in the western and southeastern United States. Brownstein attorneys provided strategic advice, performed due diligence, assisted with the merger and acquisition, and acquired regulatory approvals for the transaction from state public utility commissions. This is the first successful public-to-private conversion of a water company in the past decade, and SWWC was one of only 13 publicly-traded companies in the United States. The transaction matter was nominated for Water Deal of the Year at the Global Water Awards held in Berlin as part of the 2011 Global Water Summit.

  • Represented a U.S. hog production company in the $25.5 million sale of 100 percent of its equity interest to one of the largest independent hog production and animal nutrient companies in China.

  • Represented DLJ Real Estate Capital Partners in the sale of the Renaissance Charleston Hotel, a full service, 166-room Marriott managed hotel located in Charleston, South Carolina, to Diamond Rock Hospitality Co.

  • Represented Global Employment Solutions, Inc. in the sale of its professional employer organization business division to a financial buyer.

  • Represented Temporary Placement Service, Inc., a staffing services company and subsidiary of Global Employment Holdings, Inc., in its acquisition of a temporary employment staffing business from firstPro, Inc.

  • Represented Vail Resorts, Inc. (NYSE: MTN) in its acquisition of Mountain News Corporation (MNC), which operates the world's most visited online snow sports portal, OnTheSnow.com. Mountain News Corporation is the top provider of snow reports to more than 1,200 web sites throughout the world, including approximately 400 news media websites.

  • Represents Tropicana Entertainment and Icahn Enterprises in their acquisition of Lumière Place in St. Louis, Missouri. The representation involves assisting Tropicana Entertainment to obtain the regulatory approvals required for Tropicana Entertainment and Icahn Enterprises to own and operate a resort casino property in St. Louis, Missouri. Icahn Enterprises is the majority shareholder of Tropicana Entertainment which currently owns or operates 8 casinos in Nevada, Louisiana, Mississippi, New Jersey, Indiana, and Aruba.

  • Represented Merritt Equipment Co., a leading manufacturer and distributor of agricultural trailers and aluminum accessory products, in the acquisition of a Sacramento, California-based trucking accessories (fender bracket) manufacturing business owned by Z&Z Enterprises, Inc.

  • Represented Global Cash Access, Inc. in connection with its acquisition of Western Money Systems, a manufacturer and distributor of redemption kiosk devices to more than 200 casinos nationwide. Brownstein handled the corporate due diligence materials, drafted and negotiated the stock purchase agreement. The firm handled the gaming and licensing process for Global Cash Access in more than 20 states and 60 Native American tribal nations.

  • Represented Recovery Energy, Inc. in its purchase of 19 working wells in Colorado, Nebraska, Wyoming, Kansas, Oklahoma and Texas. Also represented Recovery Energy, Inc in a $23 million equity private placement.

  • Represented Firehouse Ventures, LLC and its affiliates in the sale of all stock to VCA Animal Hospitals, Inc., a subsidiary of VCA Antech, Inc. Firehouse Ventures owned and operated six veterinary hospitals in the Denver metropolitan area.

  • Represented Harrah's Entertainment, Inc. in the sale of Bill's Lake Tahoe Resort in Nevada.

  • Served as Nevada corporate and gaming counsel to Harrah's Entertainment Inc. in connection with its $654 million acquisition of Planet Hollywood Resort & Casino in Las Vegas, and the subsequent modification of its credit facility.

  • Completed the formation of an equity incentive plan for a food industry client which will ultimately transfer 33 percent of the company from the founders to key management.

  • Represented CyberArts Licensing, LLC, an interactive gaming platform provider located in San Francisco, in connection with the sale of 35 percent of its membership interests to Intralot Interactive.

  • Representing Peaks Capital Partners LLC in connection with its acquisition of The Peaks Resort & Spa in Mountain Village, Colorado.

  • Assisted Global Employment Holdings, Inc., a temporary staffing and professional employment organization, in 'going dark' and recapitalizing. In the process, Brownstein assisted this Denver-based public company in issuing shares of common stock, promissory notes and preferred stock, and amended a senior credit facility. The recapitalization included converting a senior term loan into subordinated debt, issuing new debt, converting a portion of existing subordinated debt into equity, amending and restating the terms of existing subordinated debt and converting existing preferred stock into common stock.

  • Represented the College of Santa Fe, New Mexico, in the $30 million sale of its real estate assets to the City of Santa Fe, and its personal property assets to an affiliate of Laureate Education.

  • Represented the asset purchaser of a bankrupt consumer product manufacturing company. Brownstein provided guidance through the bankruptcy process.

  • Represented Firehouse Ventures, LLC, a veterinary practice roll-up organization, in general business and corporate advisory legal matters. Brownstein helped to form the company, guided the founders through several rounds of equity and debt financings, and have provided employment, ERISA and benefits advice including phantom stock plans. Brownstein also handles all of Firehouse Ventures' litigation, real estate and practice acquisitions.

  • Represented a real estate management software and services company for all company and stock asset acquisitions.

  • Represented Vail Resorts, Inc. in its $40.5 million acquisition of Colorado Mountain Express, a resort ground transportation business. Brownstein also handled the related real estate, tax, environmental, ERISA and employment aspects of the transaction.

  • Represented an artificial heart valve company in a $20 million supply contract dispute resulting in favorable mitigation of client exposure and the eventual sale of the company to a major healthcare conglomerate.

  • Represented Petro-Choice, a portfolio company of KRG Capital Partners, in the acquisition of Loos & Dilworth, Inc. and Loos & Dilworth Company, Inc., top-tier distributors of passenger vehicle lubricants located in the Philadelphia and Baltimore areas.

  • Counsel the owner of Foley Estate Vineyard and his entities in performing acquisition due diligence, and in operational land use, water rights and entitlement issues.

  • Represented San Francisco Tennis Club, Inc. in the $15 million sale and asset transfer of a tennis and recreational club to WAC SFTC Holding, LLC.

  • Completed a $75 million management led going-private merger transaction for Meadow Valley Corporation. The transaction included a management leveraged buy-out with a private equity sponsor.

  • Represented Firehouse Ventures, LLC in multiple acquisitions from 2005 - 2009.

  • Represented Infusion Partners, Inc. in its $6.5 million acquisition involving 100 percent of capital stock of Scott Wilson, Inc. The acquisition was funded by an equity investment by Kohlberg Company, the principal shareholder of Critical Homecare Solutions, in the form of Series A Preferred Stock.

  • Represented a public company in a "merger of equals" with a privately-held company. The transaction required registration of securities issued in the transaction with the SEC on form S-4 and shareholder approval.

  • Represented Writer Square 08 A, LLC in the acquisition of Writer Square, a mixed-use retail and office property located in downtown Denver.

  • Represented Real Goods Solar, Inc. in the acquisition of Independent Energy Systems, Inc., its third acquisition in the solar energy integration business in less than a year.

  • Represented a media company in its simultaneous $98 million asset and stock acquisitions of two media companies. The transaction included installation of a senior credit facility and a subordinated loan.

  • Represented an investor group in the purchase of a majority of membership interests in a private company. The company is a top tier purchaser and servicer of credit debt obligations which were the subject of bankruptcy claims.

  • Represented Gaiam, Inc. in the acquisition of fitness and children's media titles, inventory and contract rights under artist licensing agreements from Inspired Studios, Inc., Inspired Distribution, LLC and Inspired Productions, LLC.

  • Served as counsel for Nationwide Health Properties, Inc. in connection with the acquisition of a portfolio of Nevada-based medical office buildings in a down REIT transaction.

  • Represented Critical Homecare Solutions, Inc. in its $4.2 million acquisition involving 100 percent of the capital stock of Wilcox Medical.

  • Represented a public company issuer in connection with its (i) merger with an operating company located in the People's Republic of China, (ii) simultaneous $8.5 million private placement of Series A Preferred Stock and Warrants, and (iii) subsequent public offering of securities issued in the private placement via a registration filed with the SEC. Brownstein assisted this client in establishing a market capitalization of approximately $250 million.

  • Represented brandbase USA, Inc. in the purchase of 100 percent of the assets of Technine, Inc. The acquisition was funded by CHB Capital's private equity investment in brandbase Holdings.

  • Represented a retail client in its $24 million asset sale to Alpine Investors III, LP.

  • Represented Icahn Associates Corp. in the $1.3 billion sale of its membership interests in American Casino and Entertainment Properties LLC, owner of the Stratosphere Hotel in Las Vegas and other gaming properties. The sale was to ACEP Holdings, LLC, an Affiliate of Whitehall Street Global Real Estate Limited Partnership 2007, the affiliated private equity group of Goldman Sachs.

  • Represented an electronics distributor in its $66 million asset sale to Arrow Electronics, Inc.

  • Represented Petro-Choice in the acquisition of Tri County Petroleum Inc. a top tier distributor of passenger vehicle lubricants located in the Pennsylvania area, and two follow-on acquisitions. Also represented Petro-Choice as the borrower in negotiating and closing a credit facility with GMAC Commercial Finance.

  • Served as counsel to BNSF Logistics, LLC on the acquisition of stock of Texas-based third-party transportation logistics/import-export brokerage companies Diversified Freight Logistics, Inc. and Royal Cargo Lines.

  • Represented brandbase USA, Inc. in the purchase of 100 percent of the assets for Nomis Design, Inc., a Canadian sports retailer.

  • Represented Grupo Cementos de Chihuahua in its asset and stock purchases of concrete manufacturing companies in Arkansas, Iowa, Minnesota, New Hampshire, North Dakota and South Dakota.

  • Served as counsel to Coastal QSR Holdings, LLC on the acquisition of the assets of 44 Taco Bell and multibrand restaurants, concentrated in Florida. The transaction included related real estate owned by Tromble and Company, Inc., Tromble and Company Operations, Inc. and Tromble and Company East, Inc.

  • Represented Grupo Cementos de Chihuahua, S.A. de C.V. in its asset purchase of Alliance Concrete, a concrete manufacturing company in Iowa, and also in numerous air and water penalty proceedings.

  • Represented Aspect Abundant Shale, a Denver-based energy and natural resources company, in its $250 million sale of two natural gas wells in Arkansas to a Texas-based oil and natural gas company.

  • Represented Real Goods Solar, Inc. in the acquisition of Carlson Solar, Inc., a California company.

  • Represented a group of companies in a partnership dispute involving six simultaneous litigation matters spread out over several states. The disputes were resolved through the successful sale of the joint venture.

  • Represented Real Goods Solar, Inc. in the acquisition of Marin Solar, Inc., its first acquisition in the solar energy integration business.

  • Represented CIM Group in the acquisition of Lady Luck Casino, a $150 million casino and hotel business in Las Vegas.

  • Represented Gordon Gaming Corporation in the $345 million sale of the Sahara Hotel & Casino.

  • Represented an electronics distributor in a financing deal involving $74 million in combined financing, acquisition and debt vehicles.

  • Represented Denver-based Classic Sport Companies, Inc. in the sale of its business to Kever Sports Acquisition Corporation -- a wholly-owned subsidiary of New Jersey-based Sportcraft, Ltd. -- for $15.5 million.

  • Served as Nevada and New Mexico counsel in the asset acquisition and financing of Resun Leasing, Incorporated's mobile and modular structure business.

  • Served as Nevada counsel to Core Revere Holdings, LLC in the acquisition of the Revere Golf Course in Henderson, Nevada.

  • Represented Critical Homecare Solutions, Inc. in its $8.1 million acquisition involving 100 percent of the capital stock of Infusion Solutions, Inc.. The acquisition was funded by a draw on Critical Homecare Solutions' revolving credit facility with Jefferies Finance, LLC.

  • Represented Chilmark Partners, an investment banking firm, in management's buy-out of Chilmark's equity interest in Starmark Holdings, an athletic club company.

  • Represented Kohlberg & Company in its $160 million sale of Invisible Fence.

  • Represented KSL Capital Partners in its acquisition and financing of the Marriott Rancho Las Palmas Resort and Spa.

  • Represented Global Employment Holdings, Inc. in a $120 million recapitalization and public shell merger.

  • Represented the seller of numerous Fatburger restaurants and the buyer of the Rubio's restaurant chain in Clark County, Nevada.

  • Represented Naples Nephrology in its joint venture with US Renal Care.

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Meet The Team

Gino A. Maurelli Shareholder T 303.223.1115 gmaurelli@bhfs.com
Adam J. Agron Shareholder T 303.223.1134 aagron@bhfs.com
Michael W. King Shareholder T 303.223.1130 mking@bhfs.com
Kevin A. Cudney Shareholder T 303.223.1166 kcudney@bhfs.com
Steven C. Demby Shareholder T 303.223.1119 sdemby@bhfs.com
Norman Brownstein Shareholder T 303.223.1101 nbrownstein@bhfs.com
Robert P. Attai Shareholder T 303.223.1271 rattai@bhfs.com
Andrew C. Elliott Shareholder T 303.223.1154 aelliott@bhfs.com
Steven W. Farber Shareholder T 303.223.1109 sfarber@bhfs.com
Albert Z. Kovacs Shareholder T 702.464.7076 akovacs@bhfs.com
Hunter T. Metcalf Associate T 303.223.1215 hmetcalf@bhfs.com
Justin M. Hahn Associate T 303.223.1277 jhahn@bhfs.com
Jeffrey M. Knetsch Shareholder T 303.223.1160 jknetsch@bhfs.com
Kirk D. Homeyer Associate T 702.464.7092 khomeyer@bhfs.com
Michael Havlik Associate T 303.223.1137 mhavlik@bhfs.com
Avi Loewenstein Associate T 303.223.1136 aloewenstein@bhfs.com
Alexandra Fidler Metzl Shareholder T 303.223.1157 ametzl@bhfs.com
Kristin Macdonald Shareholder T 303.223.1242 kmacdonald@bhfs.com
Matthew R. Nyberg Shareholder T 303.223.1153 mnyberg@bhfs.com
Mark M. Oveson Shareholder T 303.223.1127 moveson@bhfs.com
Rikard D. Lundberg Shareholder T 303.223.1232 rlundberg@bhfs.com
Ryan L. Nichols Associate T 303.223.1112 rnichols@bhfs.com
Scott McEachron Associate T 303.223.1278 smceachron@bhfs.com
Thomas D. Livingston Associate T 303.223.1227 tlivingston@bhfs.com
Christopher D. Reiss Shareholder T 303.223.1144 creiss@bhfs.com
Elizabeth D. Paulsen Shareholder T 303.223.1187 epaulsen@bhfs.com
Ellen Schulhofer Shareholder T 702.464.7059 eschulhofer@bhfs.com
Michelle Lee Pickett Shareholder T 805.882.1422 mpickett@bhfs.com
Mark A. Stockwell Associate T 303.223.1181 mstockwell@bhfs.com
Joshua P. Rosenholtz Associate T 303.223.1272 jrosenholtz@bhfs.com
Alexander M. Urban Associate T 303.223.1217 aurban@bhfs.com
Margaux Trammell Shareholder T 303.223.1192 mtrammell@bhfs.com
Sara R. Mares Paralegal T 303.223.1476 smares@bhfs.com