Representative Transactions and Practice

Mergers and Aquisitions

 
 
Elwood_Law_600x400_Nike_Bauer.png

Sale of NIKE Bauer Hockey Business

Represented NIKE, Inc. and its affiliates in the sale of capital stock of NIKE's hockey subsidiaries located in seven different countries to Kohlberg & Company for approximately $200 million.

Elwood_Law_600x400_Pelton_Crane.png

Sale of Pelton & Crane

Represented DCI International, LLC in the sale of assets of its Pelton & Crane division to Danaher Corporation for approximately $90 million.

Elwood_Law_600x400_Deal.png

Purchase and Sale of Official Starter, LLC.

Represented NIKE, Inc. and its affiliates in the purchase of membership interest in, and subsequent sale of assets of, Official Starter business for approximately $43 million and $60 million, respectively.

Elwood_Law_600x400_Converse.png

Purchase of Converse, Inc.

Represented NIKE, Inc. and its affiliates in the purchase of capital stock of Converse, Inc. from private investors for approximately $400 million.

Elwood_Law_600x400_Hurley.png

Purchase of Hurley International, LLC.

Represented NIKE, Inc. and its affiliates in the purchase of the membership interests of Hurley International LLC for approximately $90 million.

 

Securities and Corporate

 
 
Elwood_Law_600x400_Revenue.png

Preparation of Investor Documents

Represented numerous issuers in seed, angel, VC and later rounds of financing

Elwood_Law_600x400_Resorts.png

Sale of Trendwest Resorts

Represented the special committee of the Board of Directors of Trendwest Resorts in connection with the sale of the company's stock for approximately $1 billion to Cendant Corp.

Elwood_Law_600x400_Taser.png

Initial Public Offering of Capital Stock of Taser International, Inc.

Represented TASER International, Inc. in the preparation and filing of the Registration Statement related to the initial public offering of the company's securities.

Elwood_Law_600x400_contracts.png

Regular Review of Public Filings

Review reports on Forms 10-K, 10-Q and 8-K and proxy statements for TASER International, Inc. (Nasdaq: TASR), The Greenbrier Companies, Inc. (NYSE: GBRX) and Key Technology, Inc. (Nasdaq: KTEC). Review Section 16 and Rule 144 filings for public company insiders and affiliates.

Elwood_Law_600x400_boardroom.png

Corporate Governance / SOX Advice

Advise audit committees and special committees of the boards of directors of The Greenbrier Companies, Inc., Key Technology, Inc. and other public company clients.

Elwood_Law_600x400_Nike.png

Internal Restructuring of NIKE, Inc.

Represent NIKE, Inc. in an internal restructuring project affecting all operational aspects of the company and its subsidiaries in 22 foreign jurisdictions.

Banks, Funds, Investments Advisors, Broker Dealers

 
Elwood_Law_600x400_Mergers.png

Mergers of Mid-Valley Bank with West Coast Bank

Represented Mid-Valley Bank in its merger with and into West Coast Bank involving approximately $30 million in stock and cash consideration.

Elwood_Law_600x400_Mergers_V2.png

Sale of Western Pacific Investment Advisers, Inc. to Coldstream Capital Management, Inc.

Represented a federally registered adviser in its sale of assets to another federally registered adviser.

Elwood_Law_600x400_Mergers3.png

Merger of Centennial Bank and Bancorp with Umpqua Holdings Corporation

Represented Centennial Bank and Bancorp in its merger with and into Umpqua Bank and Holdings Corporation involving approximately $215 million in stock and cash consideration.

Elwood_Law_600x400_Deal2.png

Representing Cannabis-Focused Funds

Formation and preparation of initial fund documentation and private placement materials for private funds investing in entities involved in the legalized cannabis industry in OR, WA and CA.

Elwood_Law_600x400_Finra.png

Daily Review of Marketing Materials and Sales Literature for Compliance with FINRA and SEC Rules

M Financial Securities, Inc., member of FINRA, federally registered investment adviser.

Elwood_Law_600x400_Consulting.png

Perform Functions of Chief Compliance Officer

CTC Consulting, Inc., a federally registered investment adviser and a former subsidiary of UST Trust Company, N.A.