Our attorneys have extensive experience in accessing capital markets through a variety of mechanisms. In the past few years alone, we have assisted issuers and underwriters in an array of capital markets transactions raising hundreds of millions of dollars, ranging from underwritten public offerings of common stock or convertible debt securities, to common stock and convertible debt PIPEs, to tax-exempt bond financings. We understand the rhythm and timing of these transactions, the urgency of hitting market windows, and the process of getting through SEC review. We have experience working with Canadian counsel in cross-border offerings involving both the US and Canadian capital markets.
Representative Experience
On behalf of our client, the Markley Group, we successfully negotiated a $240 million syndicated bank financing package with TD Bank. Markley Group is New England's largest and longest operating multi-tenant, mission-critical telecommunications and data center facility.
We assisted Advantage Capital Partners in organizing and establishing a NMTC-based pooled loan fund under the federal and State of Maine new markets tax credit programs. Through the pooled loan, Advantage increased its investment power and positioned itself to help more business grow. We assisted with the subsequent $10 million debt, convertible debt, and equity investment in a veterinary pharmaceutical company. We also assisted with a $27 million investment in a manufacturer producing merchandise displays systems.
We helped Massachusetts and California based Advanced Cell Technology grow from an angel-backed start-up through several venture rounds and ultimately to a publicly traded platform. Advanced Cell Technology is one of the world’s leading companies commercializing stem cell cloning technologies. We helped Advanced Cell with multiple rounds of private and ultimately public capital raising, numerous joint ventures, technology transfer arrangements, licensing transactions, and management of their intellectual property assets.
We helped our client Bristol Seafood, a Portland based seafood processor and distributor, to raise equity capital from two new investors. The investment involved common and preferred instruments and resulted in a substantial minority stake being sold. Bristol Seafood’s incumbent management team remains in place and they will now be able to significantly expand operations. One of Bristol Seafood’s new investors is David Roux, formerly of Lewiston, Maine, who is a partner in the noted private equity firm Silver Lake Partners.
Represented Cate Street Capital, Inc. in connection with acquisition, disposition, and financing of their portfolio of companies, including private placements, structured finance, tax advantaged finance, and traditional M&A activity. The Cate Street portfolio includes Red Desert (water reclamation facility); Sunlight Partners (solar technology development); Thermogen Industries (biocoal manufacturing); Purified Plastics (recycling and manufacturing facility); Burgess Biopower (75 MW renewable power generation facility) and Organic Nutrition Industries (renewable proteins).
We provided comprehensive representation of a renewable energy facilities developer in a series of tax exempt bond financings, a preferred stock and warrants PIPE, a private placement of common stock and five underwritten public offerings of common stock and convertible debt.
We have been engaged to represent Ocean Renewable Power Company, LLC in connection with its conversion into a corporation and a subsequent Series A financing.
We provided counsel to a venture capital fund in its investments in various entities including a developer of demand chain management software, a developer of clinical billing and practice management software and a developer of wind energy facilities.
Gum Spirits Productions, based in Portland, Maine, has been producing independent films since 2003. Pierce Atwood saw Gum Spirits through a private offering to raise funding for the film Three Priests. We also set up the corporate structure, including with respect to investor interests, of Three Priests LLC, acted as production counsel for Three Priests, and worked with Gum Spirits to secure and negotiate distribution for the film.
Lead counsel to ImmuCell Corporation in $9 million public offering of common stock. ImmuCell is a growing animal health company that develops, manufactures and markets scientifically-proven and practical products that improve the health and productivity of dairy and beef cattle.
We assisted the owners of OrthoLite in a successful recapitalization involving the sale of equity interests to a private equity firm and the rollover by management of a significant continuing equity position. Headquartered in Amherst, MA, with offices in Portland, OR and Hong Kong, and manufacturing facilities in China and Vietnam, OrthoLite is the world's leading supplier of comfort insoles. OrthoLite sells more than 140 million pairs of insoles annually, for use in footwear brands by Adidas, ASICS, New Balance, Merrell, Nike, Puma, Vans and Timberland.
We successfully closed a $12.5 million SEC-registered common stock offering for our client, The First Bancorp, Inc., a $1.4 billion asset bank holding company headquartered in Damariscotta, Maine. This transaction enabled the client to redeem the remaining outstanding preferred stock it had issued to the U.S. Treasury Department under the TARP program in 2009 and achieve a significantly lower cost of capital.
Representation of a video advertising management company in connection with $9 million credit facility.