Overview
Mark J. Mihanovic, head of the Firm’s California Transactions group, focuses his practice primarily in the areas of corporate finance and mergers and acquisitions. He represents companies in a broad range of industries, with a particular emphasis on technology, life science and health care companies.
Mark serves as lead counsel on behalf of issuers and underwriters in public offerings and private placements of equity and debt securities (including private investments in public equities (PIPEs)). He handles stock and asset acquisitions, divestitures, mergers, proxy fights and joint ventures and has had primary oversight responsibility for the regional and worldwide acquisition programs of multiple clients. Mark represents early-stage companies in connection with formation and organizational issues and venture capital and other financings and has also represented investors in complex venture capital transactions involving equity and debt.
Mark has substantial experience advising corporate boards of directors and management regarding fiduciary duties (including in connection with potential change in control transactions and consideration of “poison pill” stockholders rights plans) and corporate governance issues. He assists publicly traded companies with their Securities and Exchange Commission filings and other securities compliance matters. He also advises investment banks on securities compliance issues and in acting as financial adviser and delivering fairness opinions in the context of acquisitions and restructurings.
Mark has lectured at various external and McDermott-sponsored programs on the topic of public offerings and on emerging company issues. He has also spoken on mergers and acquisitions and other corporate law-related topics in various client seminars and has served as guest lecturer for transaction-related courses at the University of Michigan Law School and Stanford Law School.
Results
- Represented Apollo Medical Holdings, Inc. (a publicly traded physician practice management company) in its business combination transaction (valued at approximately $300 million) with Network Medical Management, Inc.
- Represented Baker Rock Crushing Co. and affiliates in the sale thereof to Knife River Corporation (a subsidiary of publicly-traded MDU Resources Group Inc.)
- Represent Clinigence Holdings, Inc. an OTC-traded healthcare company, in its pending business combination transaction with a Texas-based micro-hospitals company
- Represented Corindus Vascular Robotics, Inc. in an approximately $50 million underwritten public offering
- Represented Cryoport, Inc., a provider of logistics solutions for biopharmaceutical companies, in its acquisition of Paris-based CRYOPDP for 49 million Euros
- Represented Dasher Technologies, a Silicon-based technology company, in its sale for approximately $50 million (consisting of cash and promissory notes) to Converge Technology Solutions Corp.
- Represent Fowler Property Acquisitions (a San Francisco-based real estate company) in the formation and capitalization of new real estate investment funds (including real estate investment trusts (REITs)) and in the acquisition of a Texas-based REIT
- Represented iSubscribed Inc. and currently represent WC SACD Holdings, Inc. aka “Aura” (a digital security provider company) in a multi-part transaction involving (A) (i) the formation by iSubscribed and two equity investors of Aura to effect a tender offer acquisition of Intersections, Inc. and the completion of such acquisition and (ii) the subsequent business combination of iSubscribed with Aura and Intersections and (B) (i) the approximately $250 million stock-for-stock acquisition by Aura of Pango Holdings, (2) a $150 million Series E Preferred Stock financing round led by Warburg Pincus, (3) the acquisition by Aura of Comparitech, an UK-based company, for consideration including cash and an earn-out , (4) a $200 million Series F Preferred Stock round led by Madrone Capital Partners and (5) the acquisition of Circle Media
- Represented Intuitive Surgical, Inc. in connection with a joint venture in China with Chinese conglomerate Fosun
- Represent life sciences company Lumiata, Inc. in its venture capital and other financing transactions and in other strategic transactions
- Represent surf- and snow-wear company O’Neill, Inc. in (i) the sale of its worldwide trademark portfolio and other assets to SISCO Textiles NV and (ii) other general transactional matters
- Represent Premier, Inc. in the following:
- Its Up-C reorganization and approximately $900 million initial public offering
- Its $120 million Company-Directed Offering by selling member-owner stockholders
- Its $140 million Company-Directed Offering by selling member-owner stockholders
- As general outside securities and corporate governance counsel
- Represented QuantumWise (a Denmark-based software company) in connection with its sale to Synopsys
- Represented Virttu Biologics Ltd. (a UK-based life sciences company) in its sale to Sorrento Therapeutics, Inc.
Recognitions
- The Best Lawyers in America 2019 – 2022, Corporate Law
- The Legal 500 US 2015 – 2019
Credentials
Education
University of Michigan Law School, JD, 1985
University of Michigan, AB, high honors, 1982
Admissions
California
New York
