Dalton W. Sprinkle

Partner

Practices

Mergers and Acquisitions

Securities, Capital Markets and Corporate Finance

Emerging Companies and Venture Capital

Project Finance and Tax Equity

Partnerships, Joint Ventures and Strategic Alliances

Licensing

Corporate Governance

Restructuring and Workouts

Industries

Renewable Energy (Solar)
Private Equity
Technology
Life Sciences
Cannabis
Real Estate and REITs
Telecommunications
Aerospace and Defense
Media and Entertainment
Gaming and Hospitality
Banking and Financial Services

Education

J.D., Georgetown University Law Center, cum laude, 1998

Editor-in-Chief, The Tax Lawyer, 1997-98

B.A., University of Southern California, magna cum laude, 1995

Admissions

California

     Dalton has 20 years of executive and legal experience representing companies across the spectrum of the corporate lifecycle in transactions including seed and venture capital financings, public and private securities offerings, mergers and acquisitions, and going private and restructuring transactions. He regularly counsels companies, investors and fiduciaries through complex transactions, including cross-border deals, tax-intensive transactions, and deals involving regulated industries such as energy (including solar), banking, health care, and telecommunications.

Mergers and Acquisitions

  • Representation of private equity firm in connection with its acquisition of a public casino company (LBO)
  • Representation of public REIT in connection with its tender offers for several limited partnerships
  • Representation of a public casino company in connection with its acquisition of a privately-held casino
  • Representation of two public REITs in connection with their merger and shareholder lawsuits (going-private transaction)
  • Representation of a public technology company in connection with its acquisition of a public technology company
  • Representation of a private equity firm in connection with a proposed LBO of a public company in the publishing industry (transaction did not close)
  • Representation of a public casino company and a private equity firm in their proposed leveraged acquisition of a public casino company, including related financing described below (transaction did not close)
  • Representation of a public casino company and a private equity firm in connection with the sale of the public casino company to another public casino company
  • Representation of a private technology company in connection with its purchase of certain intellectual property assets from Intel
  • Representation of a private equipment dealership in connection with the sale of substantially all of its assets to a strategic buyer
  • Representation of a public energy company in connection with its proposed acquisition of certain district heating and cooling assets (transaction did not close)
  • Representation of a regional farm bureau in connection with a proposed spin-off transaction (transaction did not close)
  • Representation of the majority shareholder of a public company in connection with a going private transaction
  • Representation of a private equity firm in connection with the purchase of two hotel portfolios, the formation of a REIT, and the IPO of the REIT (transaction did not close)

Capital Markets

  • Representation of several bulge-bracket investment banks as underwriters in connection with a registered secondary offering of shares of common stock of a public publishing company
  • Representation of a bulge-bracket investment bank as initial purchaser in connection with an offering of senior notes of a public hotel company under Rule 144A
  • Representation of a public casino company and a private equity firm in connection with an offering of high yield notes and preferred stock under Rule 144A as acquisition financing for the acquisition transaction described above (transaction did not close)
  • Representation of a bulge-bracket investment bank as underwriter in connection with the IPO of an Internet company (transaction did not close)
  • Representation of a private equity firm in connection with a PIPE transaction involving a public Internet company (transaction did not close)
  • Representation of a bulge-bracket investment bank as initial purchaser in connection with an offering of senior subordinated notes of a public publishing company under Rule 144A
  • Representation of a bulge-bracket investment bank as underwriter in connection with a registered public offering of ACESã (adjustable conversion rate equity securities) of a public technology company
  • Representation of several bulge-bracket investment banks as underwriters in connection with multiple shelf takedowns of senior notes by a public hotel company totaling approximately $700 million
  • Representation of a bulge-bracket investment bank as initial purchaser in connection with an offering of Chilean Inflation-Indexed (UF) notes of a public hotel company under Regulation S, including a related currency swap transaction
  • Representation of a public REIT in connection with the registration of its DRIP plan
  • Representation of a public REIT in connection with the establishment of a private “DRIP” plan applicable to operating partnership unit holders
  • Representation of the manager of the an Indian casino in connection with the offering of senior notes of the tribe under Rule 144A and related financing transactions
  • Representation of a public finance company in connection with its equity investments in several private companies
  • Representation of a public technology company in connection with its offering of convertible notes under Rule 144A
  • Representation of a public energy company in connection with a PIPE transaction (transaction did not close)
  • Representation of a public pharmaceutical company in connection with the establishment of its shelf registration statement for selling stockholders
  • Representation of several sponsors in connection with over six syndications of tenancy in common interests in commercial real estate projects under Regulation D
  • Representation of a sponsor in connection with the formation and offering of interests in a private, non-traded REIT
  • Representation of a private real estate company in connection with its offering of debentures under Regulation D (2005)

Restructuring

  • Representation of a public company in connection with a restructuring transaction under Section 3(a)(9)
  • Representation of a regional power company in connection with a restructuring of its agreements with power suppliers
  • Representation of a public airline in its Chapter 11 bankruptcy proceeding
  • Representation of a public golf company in connection with certain restructuring transactions
  • Representation of California subsidiary of a foreign company in connection with an international restructuring

Other

  • Advise to a public casino company regarding ’34 Act reporting and equity compensation matters
  • Advise to a public REIT regarding ’34 Act reporting and general corporate matters
  • Advise to a private Internet company in connection with general corporate matters
  • Advise to a public automotive parts company regarding ’34 Act reporting matters
  • Advise to a public golf company regarding general corporate matters
  • Representation of private wind energy developer in connection with the development of several wind power projects