Paul Hanley, along with other corporate attorneys at Spencer Fane, represents clients in all types of acquisition and sale transactions including purchases or sales of assets or stock, mergers, tax-free reorganizations, and leveraged buyouts. Paul also handles recapitalizations and restructurings, including spin-offs, divestitures, and other techniques for maximizing value. Paul often assists clients in non-brokered strategic acquisitions.
Paul provides advice and assistance with all aspects of mergers and acquisitions, including assistance with transaction structure and tax consequences, negotiating and preparation of agreements, making required filings with governmental entities, financing arrangements, corporate governance advice, due diligence, and participation in post-acquisition planning. Paul is experienced in dealing with the unique circumstances of every merger or acquisition, as well as those issues that occur in every deal, such as tax, securities, real estate, contractual matters, and employment law.
Recent representative merger and acquisition transactions with Paul providing lead representation:
- $14 million sale of specialty insurance agency
- $6 million acquisition through UCC strict foreclosure of a distressed manufacturer
- $10 million sale of telecommunications company
- representation of preferred stock investor in sale of target company to top tier technology company
- the acquisition of nine solar power facilities in Colorado, New Mexico, Arizona, California, and Hawaii
- the $250 million sale of a Denver-based pharmacy benefit management company
- acquisition of a South Korean software developer with establishment of foreign operating subsidiary
- an acquisitive Section 351 transaction of a group of franchise restaurants
- an $18 million sale of an online cycling retailer involving synthetic restricted stock units
- an $8 million sale of a Denver-based online fulfillment business
- the purchase and subsequent sale of an operating placer gold mine and water rights
Since 1998, Paul has provided lead representation in merger and acquisition transactions totaling over $580 million:
| Type | $s (millions) |
| Asset Sale | $14.00 |
| Sale of Membership Interests | $1.20 |
| UCC Strict Foreclosure Acquisition | $6.00 |
| Asset Sale | $10.00 |
| Acquisition of Solar Facility Assets | $4.37 |
| Acquisition of Solar Facility Assets | $3.60 |
| Acquisition of Solar Facility Assets | $2.07 |
| Acquisition of Solar Facility Assets | $12.10 |
| Acquisition of Solar Facility Assets | $1.17 |
| Acquisition of Solar Facility Assets | $1.73 |
| Acquisition of Solar Facility Assets | $0.94 |
| Acquisition of Solar Facility Assets | $2.37 |
| Acquisition of Solar Facility Assets | $2.28 |
| Asset Acquisition | $1.20 |
| Acquisition of Membership Interests | $0.90 |
| Acquisition of Solar Facility Assets | $6.57 |
| Stock Sale | $8.55 |
| Sale of Membership Interests | $250.00 |
| Acquisition of Membership Interests | $2.60 |
| Asset Acquisition | $0.50 |
| Asset Purchase | $1.10 |
| Asset Sale | $0.50 |
| Stock Acquisition | $3.60 |
| Sale of Mining Assets | $15.80 |
| Asset Sale | $17.80 |
| Preferred Stock Acquisition | $2.00 |
| Sale of Natural Gas Interests and Assets | $1.30 |
| Mine Acquisition and Financing | $8.25 |
| Asset Acquisition | $10.60 |
| Sale of Natural Gas Interests and Assets | $12.50 |
| Stock Purchase Agreement | $60.00 |
| Asset Acquisition | $19.20 |
| Asset Acquisition | $6.00 |
| Stock Purchase | $30.10 |
| Asset Acquisition | $6.00 |
| Asset Sale | $17.40 |
| Sale of Assets | $3.00 |
| Asset Transfer and Repossession | $18.00 |
| Sale of Technology Assets | $1.50 |
| Merger and Reorganization | $2.00 |
| Merger and Reorganization | $6.00 |
| Sale of Assets | $1.00 |
| Stock Sale | $8.00 |
| Stock Sale | $2.00 |
| Total | $583.20 |