Mergers & Acquisitions: Deal List

Verrill Dana has one of the leading M&A practices in New England. Clients range from established public and private companies to family businesses to high tech start-ups. The firm also represents a variety of other organizations in the deal making community, including investment banks and financial advisors as well as sources of private capital and debt financing. The firm has direct experience in handling transactions in a broad range of industries.

A list of representative transactions handled by our attorneys:

Business Services

  • Represented LEGACY Supply Chain Services, Inc. in its acquisition of various U.S. and Canadian subsidiaries of Vitran Supply Chain Inc.
    • Verrill Dana was recognized as the winner of M&A Advisor’s “M&A Deal of the Year (Over $75mm to $100mm)”, and “Retail Manufacturing/Distribution Sector Deal of the Year” for this transaction
  • Represented two sellers of a Boston-based accounting and tax preparation business.
  • Represented the owner of one of the leading “green” design businesses in the U.S. to a large New York-based engineering firm.
  • Represented the founder in the sale of his interest in a telemarketing business.
  • Represented a rapidly growing internet jobs posting business in a sale to a publicly traded newspaper conglomerate.
  • Represented a national payroll processing company in the acquisition of eight different payroll companies located around the country.
  • Represented a temporary employee firm in connection with a corporate restructuring and sale of a significant equity position to a private equity firm.
  • Represented a leading HR management consultant in connection with the sale of his consulting practice to a public company, and later represented that same consultant in the reacquisition of such practice from the buyer.
  • Represented a specialty engineering firm in the purchase of other engineering businesses.
  • Represented Integrated Process Technologies in its sale to LEWA-NIKKISA AMERICA, INC.
  • Represented Maine’s largest insurance brokerage in acquiring local insurance brokerage companies.
  • Represented a leadership development and competency-based talent management consultant in a tax-advantaged sale of his business and intellectual property to Salary.com.

Construction Products/Services

  • Represented a Native American tribe in acquiring a cement plant from a publicly traded company.
  • Represented a group of private investors in connection with their acquisition of a construction products company and a follow on acquisition in Oregon.
  • Represented Maine Drilling and Blasting Group in its acquisition of Northeast assets of Dyno Nobel, Inc. in a complementary transaction to the sale of a minority equity interest to Dyno Nobel, Inc.
  • Represented one of three brothers in the sale of his interest in a family construction and development business.

Consumer/Retail

  • Represented a regional supermarket chain in complex acquisition of another multistate chain.
  • Represented a minority shareholder in a dispute with the majority shareholders in a business that owns multiple retail locations. We structured a tax-free transaction that divided the businesses, allowing each side to go its separate way with minimal cost.
  • Represented a group that bought a number of Planet Fitness locations.
  • Represented the Chapter 11 Trustee for Frisbee’s Supermarket & Cap’n Simeon’s Galley, Inc. in connection with the sale of a water-front restaurant and a market.
  • Represented the Chapter 11 Trustee of M.W. Sewall & Co., a company with 11 convenience stores and home heating operations, in the successful sale of substantially all its operating assets out of bankruptcy.
  • Represented the Jean Coutu Group, (PJC) Inc. of Montreal, in connection with its $2.4 billion acquisition of 1,300 Eckerd pharmacies from J.C. Penney Company along with a related cross-border public debt offering and senior credit facility.
  • Represented a former Pearle Vision Center franchisee in the restructuring/workout of his business.
  • Represented two of three family members who sold their interests in a large drug store chain to a third family member.
  • Represented an investor group in the purchase of a designer and manufacturer of specialty custom totebags and accessories and a related tax-advantaged preferred stock offering to raise capital to acquire and expand the business.
  • Represented Otago, LLC in its sale to Xanterra Resorts.

Defense

  • Represented Flight Landata, Inc., a provider of agile airborne intelligence surveillance and reconnaissance solutions and micro terrain intelligence to the U.S. Defense Department to KEYW Corporation, a publically traded provider of cyber superiority and cybersecurity solutions.
    Distribution
  • Represented a manufacturer and distributor of customized purpose-built heavy equipment units (such as snowplows, dump bodies and street sweepers) in a sale of the business to a Philadelphia private equity firm.
  • Represented the purchaser of a propane distribution business in Massachusetts, Maine, New Hampshire and Connecticut.

Financial Services

  • Represented the management team of a Boston-based hedge fund in connection with its sale to a UK public company
  • Represented a publicly-traded bank holding company in connection with its successful acquisition of another bank holding company, and the merger of the operating bank subsidiaries of both companies.
  • Represented banks on a frequent basis in the purchase/sale of bank branches from/to another bank.
  • Represented a registered investment adviser and registered broker-dealer in the acquisition of a wealth management and tax practice.
  • Represented a bank in the acquisition of a nonregulated specialty loan origination business.
  • Represented a state-chartered bank in preferred stock sales to the U.S. Treasury Department under the Capital Purchase Program, and subsequently under the Small Business Lending Fund Program.

Food

  • Represented Oakhurst Dairy in its sale to Dairy Farmers of America, Inc.
  • Represented one of the largest fresh juice producers in the US in obtaining venture capital and subsequently merging it with its largest competitor with an eye toward eventually selling the combined business. The combined business was later sold to a Fortune 50 company.
  • Represented on a continuing basis the largest producer of wild blueberries in the world in connection with various acquisitions in the U.S. and Canada.
  • Represented a large Japanese food conglomerate in connection with its acquisition of a U.S. fish processor.
  • Represented a Massachusetts-based seafood wholesaler in connection with its acquisition of Georgia fish processor.

Health Care/Life Sciences

  • Represented Saint Raphael Healthcare System in its sale to Yale-New Haven Hospital, Inc.
  • Represented Cambridge Health Alliance in its sale of Network Health, a Medicaid-managed care company to Tufts Health Plan.
  • Represented Beth Israel Deaconess Medical Center in its affiliation with Milton Hospital.
  • Represented two Massachusetts community hospitals in their affiliation with a major academic medical center.
  • Represented a New York-based not-for-profit kidney and cancer research and treatment center in a membership substitution transaction with another New York not-for-profit dialysis provider to become its sole corporate member.
  • Represented the trustee in bankruptcy of the Jackson Brook Institute including the sale of Maine’s only critical care mental health institution to the state’s largest hospital system.
  • Represented a manufacturer of highly specialized products for the health care industry in the sale of an interest in the company to a private equity fund based in New York City.
  • Represented a venture-backed medical call center provider in its sale to a public company; later represented a management group from the resulting subsidiary in the reacquisition of that business from the buyer.
  • Represented a specialty pharmacy in its sale to a public company.
  • Represented a health care consulting firm in negotiating contracts with various health care providers and, eventually, in its sale to a publicly traded company.
  • Represented a UK-based life sciences company in connection with its sale to a private equity firm.
  • Represented a veterinary holding company in the purchase of veterinary practices in multiple states.
  • Representing investor-owned home healthcare company in its sale to investor-owned healthcare system.
  • Represented numerous non-profit healthcare systems in their affiliations with community hospitals and physician organizations.
  • Represented the owners of a residential therapy center in a private sale of the center to a third party.
  • Represented a national telehealth and medical call center business in a sale to a leading U.S. pharmacy benefits management company; later represented management in a buyback of the business from a successor to the original purchaser.

Manufacturing

  • Represented former Maine Governor McKernan and a group of investors in acquiring the Hathaway Shirt division (both US and Canadian operations) from WARNACO.
  • Represented Canadian purchasers of a local rope manufacturing business.
  • Represented a minority owner in connection with the sale of one of the largest specialty tank manufacturing businesses in the US.
  • Represented the seller of a minority interest in a closely held Midwestern farm equipment manufacturer.
  • Acted as local counsel to Berkshire Hathaway in the acquisition of Dexter Shoe.
  • Represented Hong Kong based investors in acquiring an embroidered label manufacturing business.
  • Represented Dutch investors in acquiring a CD manufacturing facility out of bankruptcy.
  • Represented an Ohio-based chemical manufacturer in acquiring a chemical manufacturing facility located on 150 acres.
  • Represented a Massachusetts-based color concentrate manufacturer in acquiring the assets of an Illinois-based competitor.
  • Represented a minority shareholder in the sale of its interest in a large trailer manufacturing business.
  • Represented a minority shareholder in the sale of his interest in a shoe manufacturing business.
  • Represented a recycled metal business in its sale to a publicly-traded Australian company.
  • Represented a Massachusetts-based manufacturing company in connection with the acquisition of companies in New York and New Jersey.
  • Represented an Ohio-based integrated steel producer, in connection with its financial restructuring and sale to OAO Severstal, a publicly traded Russian steel producer.
  • Served as U.S. counsel to a Montreal-based steel service center in connection with its sale to a special purpose acquisition company.
  • Represented a precision machining products manufacturer in its acquisition by an international energy services provider.

Nonprofit

  • Represented the Penobscot River Restoration Trust (a group formed by a number of NGO’s and the Penobscot Indian Nation) in acquiring three hydro electric facilities from PPL, a publicly traded utility, in order that they could be removed and allow the river to be restored in the first such transaction of its kind.
  • Represented Ingraham in its merger with Youth Alternatives, combining two large and prominent nonprofits in Maine.
  • Represented the sellers of a residential treatment facility for troubled teens, including a large parcel of land.
  • Assisted Maine Media Workshops with the formation of a nonprofit educational organization and its acquisition of an established arts institution from the institution’s founder through a complex restructuring of the institution’s debt.

Telecommunication/Technology

  • Represented the acquirer of a cellular telephone business.
  • Represented a computer services firm in connection with its sale to a Chicago-based private equity firm.

Timberland/Paper

  • Represented the owner in the sale of a saw mill business.
  • Represented a non-U.S. buyer in the acquisition of Domtar Maine LLC, the owner and operator of a pulp mill.
  • Represented a buy-out fund in acquiring and later selling a wood products manufacturing business.
  • Represented a multi-national company in the acquisition of a paper mill.
  • Represented a timberland holding company in the design and syndication of tax-advantaged multigenerational ownership interests in that entity.

Utilities/Energy

  • Represented the acquirer of a group of Massachusetts solar energy projects in various stages of completion.
  • Represented Emera, Inc. in its acquisition of Maine Public Service Company, a Maine transmission and distribution utility. The firm also secured regulatory approval from the Maine PUC and defended Emera in a related shareholder class action ultimately dismissed in U.S. District Court.
  • Represented the seller in the disposition of its electric generating business.
  • Represented one of the nation’s largest hydropower consulting firms in a management buyout, the subsequent establishment of an ESOP and an eventual sale of the company.
  • Represented the Trustee in the sale of an operating railroad with operations in Maine, Vermont and Canada.