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Mergers & Acquisitions

We advise clients with respect to a wide range of business transactions. Our expertise in mergers, purchases and sales of stock or assets, share exchanges, and tender offers drives our representation of both privately held and publicly traded companies. We draw on the firm's expertise in employment and benefits matters, financing transactions, intellectual property, securities regulation, tax, and real estate to provide comprehensive advice.

Representative Experience

We acted as counsel to Cascade Corporation in all aspects of its $760 million acquisition by Toyota Industries Corporation. The negotiated transaction was structured as a public tender offer followed by a merger of a subsidiary of Toyota Industries into Cascade in which all shares not acquired in the tender offer were acquired for the tender offer price. Prior to the transaction, Cascade was a public reporting company listed on the New York Stock Exchange.
Negotiated and documented the sale by Roberts Motor Company of its Kenworth truck sales and service business to Pape Trucks (Oregon territory) and NorCal Trucks (Northern California territory). Related sale and leases of environmentally impacted commercial real estate. Related sale of PacLease truck and equipment leasing business. Related negotiation and successful settlement of postclosing indemnification claims. Aggregate transaction size: approximately $20 million.
We represented privately held Widmer Brothers Brewing Company in a merger with Redhook Ale Brewery, Incorporated, in which Widmer shareholders received SEC-registered stock valued at $50 million.
We assisted Columbia Banking System, Inc., in acquiring a community bank valued at $60 million in exchange for a combination of cash and SEC-registered stock.
We represented privately held Energy Connect, Inc., in its acquisition by Microfield Group, Inc., in exchange for restricted shares, common stock purchase warrants, and employee options with a total value in excess of $100 million.