Corporate/M&A: Arizona

THE FIRM This team is noted for its unique cross-border capability and for its command of capital markets and public-to-private transactions. Sources highlight its depth of expertise in technical matters. Recent highlights include handling the Isola Group IPO, representing Hypercom in its all-stock merger with Verifone, and supporting Adenyo during its complex multijurisdictional acquisition by Motricity.

Sources say: DLA Piper has expertise in so many fields that it can always pull in the right people for any matter.

KEY INDIVIDUALS According to clients, Steven Pidgeon is an “extraordinarily smart and extremely practical” lawyer who “cuts to the chase and has no qualms about giving me the straight story.” He demonstrated his financial expertise in his role on the Hypercom matter, and also in his advice to Western Alliance Bancorporation on $125 million public offerings and to Roth Capital Partners on a complex $70 million registered direct offering of convertible preferred stock.

Greg Hall is praised for his experience in international mergers, as shown in his leadership of the Adenyo matter. He also represented Sunstate Equipment in credit facility and issuance deals worth $355 million, and acted for Delaware firm Mobile Mini on a $200 million senior notes issuance.

Clients highlight David Lewis's sound and insightful business sense and his experience in corporate and securities law. He recently advised the DriveTime Automotive Group and DT Acceptance on a registered exchange offer and senior secured note debt offering with a combined value of $200 million. 

THE FIRM This national firm acts for a wide-ranging clientele and is equally renowned for handling corporate finance and M&A work. The team in Arizona was retained by Air Medical Group Holdings during its sale to Bain Holdings, and acted for Sprouts Farmers Markets on its merger with Henry's Farmers Market. It also represented DirectBuy Holdings in a senior secured note offering that raised $335 million.

Sources say: Their bench depth is immense. They bring specialty services into the mix, whatever state they're in, providing a national team effort for the benefit of the client and the deal.

KEY INDIVIDUALS Robert Kant earns significant praise from clients, with one calling him "a real asset who understands business and contributed to what we're doing as a company." Kant recently acted for Smith & Wesson on an exchange of senior convertible notes worth $50 million; other clients include LifeLock, MarineMax and Synaptics Incorporated.

Brian Blaney is respected by peers and has been involved in a broad range of matters over recent months. In addition to roles in the Air Medical and DirectBuy deals, he also acted as lead lawyer representing Mobile Post Production during its sale to Electronic Arts, and advised Keefe, Bruyette & Woods as the lead underwriter in the $81 million public offering of Sun Bancorp common stock. 

"Fabulous technical lawyer" Bruce Macdonough led the team on the Air Medical and DirectBuy matters, and also represented DEI Holdings in its $305 million sale to Charlesbank Capital Partners.

As a former general counsel for two Arizona-based public companies, Quinn Williams is particularly well qualified to advise corporate clients. He recently acted for Sprouts Farmers Markets on its merger, and represented Remy International in a $217 million rights offering and a $45 million preferred stock redemption.

THE FIRM This team specializes in acting for entrepreneurial organizations of all sizes and earns particular praise for its ability to handle venture capital-backed transactions through every stage. Clients appreciate the firm's responsiveness and deep expertise. Recent highlights for the team include representing the founding shareholders of skincare company Philosophy during its acquisition by Coty, advising the Next Generation Insurance Group on its equity financing, and representing EPIC Research & Diagnostics in a Series C financing round.

Sources say: "A very knowledgeable and respected corporate practice."

KEY INDIVIDUALS Thomas Curzon is recommended by interviewees as a "first-rate" lawyer, and highlighted particularly for his representation of emerging companies. He recently represented SNTech in a debt financing with SAIL Ventures, and acted for Flypaper Studio during its acquisition by Trivantis. 

Clients say William Hardin is "simply outstanding" and "unbelievably bright," adding: "His particular strength is his combination of great legal experience and insight with business judgment." In addition to being involved in the Philosophy deal, Hardin represented Care Fx during its $155 million acquisition by the Harris Corporation, and advised Peninsula Venture Principals on the convertible debt financing of BroadHop.  

Andrew Kelly is recommended as a lawyer guaranteed to "do a good job," and has been active of late as an outside general counsel for renewable energy firm Southwest Solar Technologies.

Christopher Stachowiak earns client praise as a "smart, unbelievably responsive and fabulous" practitioner. He recently acted for Van’s International Foods on acquiring a product line from Nestlé, and advised software and internet platform development firm PeopleJar on an equity financing.

THE FIRM Snell & Wilmer is recognized by peers as a local leader and fields the largest business and finance group in the state, with more than 20 experienced lawyers. In recent standout deals, the team acted for Bar-S Foods on its sale to Sigma Alimentos, represented DriveTime in three securitization note issues with a combined value of $688 million, and advised Swift Transportation on a $275 million revolving securitization facility.

Sources say: "Their sophistication and talent give us access to all areas of legal expertise, opening a very efficient way to oversee legal processes."

KEY INDIVIDUALS Matthew Feeney continues to enjoy a top-notch reputation among peers. He recently acted as lead attorney on the structured $82.5 million sale of Matrixx Initiatives to an affiliate of H.I.G. Capital, and has also represented leading Arizona energy provider Pinnacle West.

Terry Roman is noted for her expertise in healthcare matters, and also stands out for her prowess in all aspects of insurance regulatory law and experience in handling M&A transactions for both buyers and sellers.

Jon Cohen is well versed in handling M&A and public offerings, and is especially renowned for his skillful negotiation of "sticky corporate governance issues.

Michael Donahey "is extremely bright and a very good listener who looks for practical solutions," and is noted for his "excellent time management" and deft handling of client relationships. He was lead attorney in the Bar-S deal, and also represents oral hygiene manufacturer Zila. 

THE FIRM The corporate attorneys in Ballard Spahr's Phoenix office remain impressively active, having handled more than 30 transactions over the past year. Highlights include representing Providien in three significant acquisitions in the medical device industry, and handling several waste management-related transactions for Republic Services, including both acquisitions and divestitures.

Sources say: "They are very experienced, organized and customer-oriented – and very conscious of cost.

KEY INDIVIDUALS Karen Ciupak McConnell heads the M&A/private equity group and is singled out as a "highly efficient" attorney with the ability to balance commercial understanding with keen risk assessment skills. "We've gone up against the big transaction guys and every time Karen is hands-down better: she's great," said one satisfied client. McConnell acted for Najafi Companies on its successful bid for the Snowflake biomass power plant, and for the Alerion Capital Group on its highly complex recapitalization of Kiosk Information Systems. 

Adrienne Wilhoit continues her association with Republic Services, acting as lead partner on its acquisitions and divestitures. In addition to involvement in the Najafi Companies and Alerion matters, she has also handled several issues for Pasta Pomodoro and Lafarge North America.

THE FIRM This well-established regional firm scores highly with clients for its reliability, value, and accessible and talented attorneys. The team specializes in acting for clients in the mining and natural resources industries, including Freeport McMoRan Copper & Gold and Rosemont Copper, and also handles transactions with a strong governmental or regulatory aspect, such as representing Canada's EPCOR Utilities in its bids for the Arizona and New Mexico divisions of the American Water Company. The team also advises companies involved in significant inbound and outbound agribusiness deals across both state and national borders. 

Sources say: "We use them as a one-stop shop thanks to their customer service and focus, and the quality of their work is outstanding."

KEY INDIVIDUALS Sarah Strunk is well versed in all aspects of corporate and finance law, with especially noteworthy expertise in the natural resources, renewable energy, and sports and entertainment sectors. She was lead attorney on the EPCOR deals and has also been acting for a company seeking to acquire undeveloped copper assets with the help of a $100 million equity investment, in addition to advising a manufacturer of power generation equipment on a $45 million recapitalization and conversion matter.

Susan Wissink chairs the firm's business and finance practice and is warmly applauded for her solid experience and "broad range of knowledge and involvement." She is particularly highlighted for her excellent oversight of corporate matters, with one client observing that "she adds a lot of value to the process by streamlining it for me."

THE FIRM This team offers dedicated expertise in a number of sectors, including education, health and life sciences, and technology, and is noted for its close attention to clients' needs. It recently acted for Medical Security Card on complex dividend recapitalization and minority interest sale matters, and represented Limos.com in a $10 million investment by Austin Ventures. Other clients include Capstone Therapeutics and Dutch photolithography systems firm ASML.

KEY INDIVIDUALS Christian Hoffmann focuses on acting for a wide range of emerging growth companies, including those in the technological, medical and financial services industries.

Steven Emerick earns praise for his responsiveness, his "refreshing, reliable and insightful" approach and his fine judgment. He "reduces complex matters to simplicity with a light touch," say sources. Emerick is particularly experienced in representing companies in the technological, medical and biotech spheres, and was prominent in the Medical Security Card matter.

THE FIRM This Phoenix team benefits from the firm's international reach, which enables it to act on cross-border transactional matters. Recent highlights include representing Avnet in its $631 million acquisition of Bell Microproducts, which involved coordinating with offices in Europe and Latin America; the group also worked with teams in Hong Kong and Shanghai to advise Amtech Systems on its acquisition of a 55% interest in Kingstone Semiconductor. The firm is known for its expertise in renewable energy matters, and has recently acted for First Solar and Renergy Holdings.

Sources say: "They provide excellent service, get the answers when I want them and are very efficient."

KEY INDIVIDUALS Christopher Johnson has more than 25 years' experience in corporate practice, and is particularly respected for his work on bankruptcy and securities matters. One particularly appreciative client praised him as being "outstanding – he is the guy I go to most often." Johnson was lead attorney in the Amtech matter, and also acted for Legacy Partners Realty Fund II on the recapitalization of $450 million bank debt into preferred equity interests. 

Frank Placenti chairs the corporate finance and governance practice and is described as "a force to be reckoned with." He was lead attorney in the Avnet matter and also advised Special Committee of Venoco on a going-private offer made by the company's majority shareholder.

Joseph Crabb is described as a "down-to-earth, personable and technically excellent" attorney, and noted for his attention to client care and expertise in securities matters. He has advised Arizona's largest medical transportation service, Rural Metro, on several matters, including its acquisition of chief competitor Professional Medical Transport. 

THE FIRM Thanks to the firm's national and international network, this team is able to handle matters involving inbound and outbound investment, and recently assisted a Chinese developer of a high-energy, rapidly rechargeable battery product with establishing a research and production center in the USA. Other highlights include advising Arizona utility Global Water on its IPO and listing on the Toronto stock exchange, and acting for Omega Healthcare Investors on its exchange of $575 million senior notes. The team is noted for its specialty in advising fast-growth companies. 

Sources say: "Outstanding and fast service from friendly, professional and knowledgeable staff."

KEY INDIVIDUALS David Beauchamp has "a wealth of experience in counseling small and large clients on many types of complex transactions, settling disputes, conducting negotiations and formulating agreements with most professional management." He represented a newly formed company seeking investment with a view to acquiring the assets of a major aerospace engineering and design concern, and was also involved in the matters mentioned above.

THE FIRM This team is noted for its thorough understanding of clients' business and legal requirements, and represents high-profile clients such as Freeport McMoRan Copper & Gold. In recent highlights, it advised RSC Equipment Rental on its acquisition of New Jersey-based Independent Aerial Equipment, and represented Algae Biosciences in a complex merger transaction. The team also continues to act for local sporting heroes the Arizona Diamondbacks and Arizona Cardinals.

Sources say: "Very professional, efficient and effective." "Gallagher & Kennedy has been a wonderful service provider for us. We are confident in their abilities and their experience in a wide variety of matters."

KEY INDIVIDUALS Dean Short in Phoenix is the key contact.

THE FIRM This small but efficient group is highly regarded by clients, and is supported by the firm's extensive network across the USA. It acted for austriamicrosystems on the complex acquisition of $340 million capital stock in Texas Advanced Optoelectronic Solutions, and represented mobile opinion network Thumbspeak in its sale of a 100% membership interest to Cint, a Swedish market research software company.

Sources say: "A good firm for complex transactions, with technologically proficient lawyers throughout the USA."

KEY INDIVIDUALS Judith Weiss is experienced across the whole range of corporate legal issues, with notable specialties in the mining, semiconductor, insurance and retail spheres. Clients praise the "fine job" she does in patent and technology transactions.

THE FIRM This team is backed by the resources of a nationwide firm, and earns client praise for its excellent organization and personnel. In recent highlights, it represented the OEM Group in its cross-border acquisitions of Rhetech and Semitool Austria, and acted for ILX Resorts on the $30 million sale of the majority of its assets. The team also assisted Scottsdale Healthcare in launching a joint venture agreement to open a 50-bed rehabilitation hospital in Scottsdale, and counts BHP Billiton as another client.

Sources say: "Excellent work from a very hands-on and detail-oriented firm." "They are responsive, and provide good customer service."

KEY INDIVIDUALS Phillip Guttilla is an expert in private equity fund formation, investor representation and corporate restructurings, and is also praised as "an excellent attorney who is very highly skilled in tax law and securities work." He acted for the OEM Group as mentioned above, and also on a multimillion-dollar leveraged recapitalization and MBO deal with THL Credit and the Comerica Bank. Other highlights include assisting California contract research organization Bio-Tox Sciences with the acquisition of Bio-Quant.  

Brian Moll was lead attorney in the Scottsdale Healthcare matter and is experienced in all aspects of business law liable to affect a company, from startup to maturity. "He knows what's on my mind and thinks along the same lines," said one client, who added: "He gets so much done for me and I know he'll get it right."  

Joseph Richardson of Gammage & Burnham, PLC is noted for his wealth of experience in all major aspects of corporate law. He acts for both emerging and established companies, and is often involved in technological, medical or aviation-related matters. 
Scott DeWald of Lewis and Roca LLP is widely respected by peers, and noted for his experience across the widest range of corporate, securities and M&A matters. He recently advised ATSCO on the sale of its subsidiary Omega Hose.
Robert Hackett of Ridenour, Hienton & Lewis PLLC earns praise for his knowledge of loan, purchase and sale transactions, and for his "sincere and down-to-earth" manner and valuable network of Phoenix connections. He has recently acted for clients in the solar power and virtual reality industries.   
James Brophy of Ryley Carlock & Applewhite has nearly 40 years' experience in corporate matters. He has particular expertise in formation, licensing and other regulatory issues affecting insurance and reinsurance companies and banks.  
Clients praise Steven Lawrence of Milligan, Lawless, Taylor, Murphy & Bailey P.C. as being "diligent, highly responsive, efficient, reasonable and effective," while peers respect him for being "good on his feet, in moving a transaction and getting a deal done." 

Future Events 

16th May 2013: GC Seminar, London Sponsor-backed IPOs: IPO Exits of Portfolio Companies

21st May 2013: GC Seminar, New York Hackers Are After Your Data!: Practical Ways To Reduce Data Security Breach Exposure

23 May 2013: Chambers USA Awards for Excellence 2013, New York 

24 May 2013: Launch of Chambers USA 2013, New York and online

29th May 2013: GC Seminar, New York Going Mobile: IP and Privacy Considerations

4th June 2013: GC Seminar, Houston Challenges in Creating An Effective and Coordinated Global Compliance Program

9 September 2013: Chambers Latin America Awards 2013, Miami

10 September 2013: Launch of Chambers Latin America 2014, online

3rd October 2013: Chambers Bar Awards 2013, London

 

Chambers News

10 May 2012: Chambers Europe Awards for Excellence, Amsterdam