Corporate and Business Law

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For more than a century, Briggs and Morgan has served companies, partnerships, investors, investment bankers, lenders, entrepreneurs and others in the structuring, negotiation and consummation of a wide variety of private and public commercial transactions. Our practice is concentrated heavily on mergers and acquisitions, public offerings and private placements, and emerging companies of varying sizes.

In our corporate and business law representation, Briggs provides transactional and general counsel services to the boards and management of public and private companies including compliance with federal and state securities law and practical business advice. Our attorneys’ extensive experience adds value for start-up ventures, family or closely-held businesses, and new and established publicly-traded corporations.

Briggs assists clients at every stage, from formation through sale or dissolution. We carry start-up companies from inception to business planning to initial rounds of private financing; counsel seasoned companies through the creation of corporate policies and benefits plans, the completion of initial public offerings, the filing of periodic reports and the maintenance of shareholder relations; and guide established companies as they conduct additional financing, enter into joint ventures, and execute mergers and acquisitions. We recognize the value of smart legal advice that is anchored by an understanding of client objectives and the importance of industry knowledge necessary to achieve optimal results for clients of all sizes and circumstances.

In addition to business formation and financing, Briggs advises on a broad range of issues including management and shareholder planning and disputes, executive employment and compensation planning, contractual drafting, customer and supply chain negotiations, public company disclosure issues, acquisition strategies, corporate restructuring, tax planning, intellectual property licensing and protection, corporate investigations, and joint ventures.

Representative Matters

Briggs and Morgan has helped hundreds of companies in Minnesota and throughout the country with business law matters. Below is a sampling of recent select experience:

  • Regularly represent a regional private equity and mezzanine debt fund sponsor with fund formation, investment syndication, platform and add-on transactions, divestitures, reorganizations and recapitalizations.
  • Briggs Represents the Minnesota Vikings in the Development of U.S. Bank Stadium
  • Representation of a premium coffeehouse operator in its $340 million sale transaction to a foreign-based private equity purchaser.
  • Representation of a casual dining restaurant group since its IPO, including PIPE transactions, preferred stock financings, a debt restructuring, sale of control to a private equity investor and acquisitions of assets.
  • Represented a bottling company in $1.4 billion of registered debt issuances, 10b5-1 repurchase plans, adoption of a majority voting policy and $7.8 billion merger and go-private transaction. Created one of the world’s largest food and beverage companies.
  • Represented a Europe-based global cheese and nutritional ingredients company in a $315 million bolt-on transaction to expand their presence in North America.
  • Represented of a global distributor of medical supplies with respect to all United States based mergers and acquisitions since 2000, including major distribution sectors and information technology acquisitions and licensing.
  • Represented a global hospitality services company with information technology licensing counsel and related matters.
  • Represented a global medical software and content provider in the pharmacology, drug interactions and patient information sectors with ongoing various licensing and other commercial matters.
  • Represented a global provider of medical reference information in connection with software licensing matters and ongoing in various commercial matters.
  • Represented a healthcare medical content provider in ongoing representation for various licensing and other commercial matters.
  • Represented a global provider of web-based clinical management and assistance solutions in ongoing various licensing and other commercial matters.
  • Represented a global distributor of health products and services in the $715 million sale of its medical supply business to a private equity firm; its $1.1 billion acquisition of a leading animal health distribution company; its accelerated share repurchase; the declassification of its board; and other commercial, corporate governance, securities and disclosure matters. 
  • Assisted family with wealth transfer strategies, including sales to defective trusts, grantor retained annuity trusts, dynasty trusts, charitable trusts and foundations.
  • Assisted in the sale of a privately held producer of food products through a merger with a strategic acquirer.
  • Advised an early stage portable generator manufacturer in regard to its United States distribution agreement and limited product warranty.
  • Represented a large family-owned company in its acquisition of a large airline company.
  • Represented a large publicly traded beverage company in a $750 million acquisition of a juice drink company in the Ukraine - the largest transaction in the history of the Ukraine in its time.
  • Represented a leading manufacturer of frozen foods in its acquisition of two public frozen foods companies.
  • Represented a major league baseball team in its issuance and compliance with a $215 million bond obligation used to finance the development and construction of their new ballpark.
  • Represented a Minneapolis-based conglomerate with a $50-million investment in a micro-brewery logistics company.
  • Represented a national retailer of music instruments with information technology needs in marketing, enterprise resource planning, big data analytics, inventory management, back office services and other services.
  • Represented a large publicly traded company in a joint venture involving operations in Jamaica, Trinidad, Puerto Rico, Barbados, Mexico and Guatemala to form one of the largest privately controlled companies in Central America.
  • Represented a nonprofit hospital and senior care facility in its sale to a large, nonprofit health system.
  • Represented an international air vending services company in the acquisition of a Netherlands-based manufacturer of air vending equipment, and in the formation of companies in Spain, Portugal, France and Belgium as strategic add-ons.
  • Represented an S&P 500 client in its acquisition of a cutting-edge medical technology company.
  • Represented a spine device company in obtaining venture capital financing and winning an arbitration with a terminated distributor.
  • Represented an architectural, engineering and space design firm with state regulatory and professional licensing matters.
  • Represented one of the premier junior capital providers in the United States, which manages six separate funds with more than $1 billion in commitments, including debt and equity investments in more than 80 companies nationwide.
  • Represented the founders of a start-up software company with respect to various formation matters.
  • Represented the largest American-style cheese manufacturer in the United States in its asset acquisition of a cheese manufacturing plant.
  • Represented truck and trailer manufacturer in its acquisition of assets and transfer of leased real estate in the UK.
  • Represented U.S.-based food manufacturer in the nutritional and food processing industry in its sale to a Canadian Cooperative and industry leader with $3.4 billion in annual sales.
  • Represented a premier U.S. private equity firm in over 100 various joint ventures and acquisitions involving a broad range of assets, including distressed and non-performing loans, real estate, aircraft, maritime vessels and oil and gas interests.