Experience

• Represented a large privately held automotive group in connection with a Rule 144A offering of $375 million aggregate principal amount of 7.5% Senior Notes due 2023.
• Represented Profire Energy, Inc. in connection with an underwritten secondary offering by existing shareholders of 8.5 million shares.
• Represented Rubicon Venture Partners, Inc. the parent of Diamond Rental, Inc. in connection with a recapitalization transaction.
• Represented Mity-Lite, Inc. in connection with the acquisition of the assets of Bertolini Corporation.
• Represented Questar Gas Company in connection with the issuance of $100 million Series A 3.38% Senior Notes due 2032.
• Represented Savage Companies in its subsidiary’s acquisition of all of the capital stock of Western Well Service, Inc.
• Represented Red Leaf Resources, Inc. in its termination of a joint venture with TOTAL E&P USA Oil Shale, LLC.
• Represented Savage Companies in its acquisition of the assets of Gobco, LLC, Power Fuels LLC, Russell Creek Resources, LLC, Russell Creek Equipment Company, LLC and Russell Creek Fuels, LLC.
• Represented Savage Companies in its acquisition of all of the stock of SunPro, Inc.
• Represented Questar Gas Company in its private placement of $100 million of senior promissory notes.
• Represented Cyrq Energy, Inc. and its wholly owned subsidiary Cyrq Power Systems, LLC in a private placement of $169 million of senior secured fixed, floating rate and revolving notes to Prudential Insurance Company of America.
• Represented Questar Corporation as special counsel in its sale by merger to Dominion Resources, Inc.
• Represented SunOpta Inc. as U.S. counsel in connection with its subsidiary’s private placement of preferred stock, exchangeable for common shares of SunOpta Inc.
• Represented Control4 Corporation in connection with the acquisition of Pakedge Device and Software, Inc.
• Represented D.A. Davidson & Co. in connection with the initial public offering of common share by People’s Utah Bancorp, holding company for Bank of American Fork and Lewiston State Bank.
• Represented Cryq Energy, Inc. in connection with the acquisition of the Soda Lake geothermal energy generating project, consisting of two geothermal power plants, from Magna Energy (U.S.) Corp.
• Represented Transcend Products, LLC in connection with the sale of its assets to InContact, Inc.
• Represented Easton Technical Products, Inc. in connection with its acquisition of the assets of Core4Element, LLC.
• Represented SunOpta Inc. in connection with the registration of 850,000 Common Shares.
• Represented Raser Technologies, Inc. in connection with the sale of 1,986,173 shares of its common stock in an at-the-market equity offering through Merrill Lynch.
• Represented Raser Technologies, Inc. in connection with the private placement of $20 million of common stock and warrants.
• Represented Raser Technologies, Inc. in connection with the sale of $55 million aggregate principal amount of 8% convertible senior notes due 2013 in a Rule 144A offering.
• Represented Raser Technologies, Inc. in connection with the structuring and private placement of warrants to purchase up to 3.75 million shares of common stock, which were issued as part of a project financing commitment letter with Merrill Lynch.
• Represented Amerityre Corporation in connection with the private placement of common stock and warrants.
• Represented Rubicon Venture Partners, Inc., the parent of Diamond Rental, Inc., in connection with the leveraged buyout of existing institutional shareholders by a large private equity group.
• Represented GE Capital Bank Limited in connection with an intermediary services agreement relating to a £40 million revolving credit card program agreement with ING Bank N.V.
• Represented GE Capital Bank Limited in connection with an intermediary services agreement relating to an £8 million revolving credit card program agreement with Lloyds TSB Bank PLC.
• Represented MK Resources Company in the sale of 70% of the Las Cruces copper mining project and the merger of MK Resources Company with Leucadia National Corporation.
• Represented Weider Nutrition Group, Inc. in the negotiation of a $25 million revolving credit agreement with Keybank National Association, as agent.
• Represented Precision Castparts Corp. in the sale of $200 million principal amount of 5.6% senior notes due 2013 in a Rule 144A offering.
• Represented Pliant Corporation in the sale of $10 million of Series A preferred stock and warrants and a standby commitment from the sale of up to $25 million of additional shares and warrants.
• Represented Pliant Corporation in the sale of $100 million principal amount of its 13% senior subordinated notes in a Rule 144A offering.
• Represented Excalibur Venture Partners and other investors in connection with the purchase of 703,125 shares of Series 2 preferred stock of Notvirtual Networks Corporation.
• Represented FEI Company in the sale of 5.5% convertible subordinated notes in a Rule 144A offering.
• Represented Motor Cargo Industries, Inc. in connection with the sale of its business to Union Pacific Corporation.
• Represented DoBox, Inc. in its private placement of Series A preferred stock and convertible promissory notes and warrants.
• Represented Precision Castparts Corp. in the sale of $200 million principal amount of 8.75% senior notes due 2005 in a Rule 144A offering.
• Represented Zions Co-Operative Mercantile Institution (ZCMI) in its merger with The Macy Department Stores.
• Represented Precision Castparts Corp. in its $720 million tender offer for all outstanding shares of Wyman-Gordon stock.
• Represented TrainSeek, Inc., an e-commerce seller of business training products, in a private placement of common stock.
• Represented Motor Cargo Industries, Inc. in connection with its initial public offering of common stock.

Honors & Activities

• Named by Best Lawyers^® as Securities Regulation “Lawyer of the Year,” Salt Lake City, 2018; Securities / Capital Markets Law “Lawyer of the Year,” Salt Lake City, 2015; Corporate Law “Lawyer of the Year,” Salt Lake City, 2014; and Securities “Lawyer of the Year,” Salt Lake City, 2010
• Included in The Best Lawyers in America^© (currently: Corporate Law, Mergers & Acquisitions Law, Securities / Capital Markets Law, Securities Regulation), 2007-2019
• Listed in Mountain States Super Lawyers^® (Mergers & Acquisitions), 2012-2018
• Included in Utah Business Legal Elite, listed since 2011
• Selected as one of “America’s Leading Lawyers for Business” (Utah) by Chambers USA (currently: Corporate/Mergers & Acquisitions), 2005-2018
• Member, Utah State Bar, Securities Section; New York State Bar

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