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Doug Long has practiced with the corporate finance group at Faegre & Benson since 1984 and has been a partner since 1991. He focuses primarily in the areas of securities reporting and regulation, public and private financings, public and private mergers and acquisitions, corporate governance, and general corporate counseling to a variety of publicly and privately held clients.
Mergers and Acquisitions
Doug has participated in the representation of sellers and buyers in a variety of public and private transactions. These transactions have involved various forms of consideration, including cash, equity and debt. In addition, Doug has significant experience representing special committees of boards of directors in connection with their consideration of sale transactions.
Representative transactions in which Doug has had significant responsibility include the following:
BUCA, Inc. in its sale by tender offer to Planet Hollywood International, Inc.
Representation of the Special Committee of the Board of Directors of KMG America Corporation in its sale to Humana Inc.
Aurafin LLC in its sale of assets to Berkshire Hathaway, Inc.
BUCA, Inc. in the sale of its Vinny Testa's restaurant chain
Entegris, Inc. in its merger with MyKrolis Corporation
Norwest Equity Partners in a number of private equity investments/acquisitions
Goldner Hawn Johnson & Morrison in a number of private equity investments/acquisitions
Representation of the Special Committee of the Board of Directors of Community First Bankshares, Inc. in its sale to BancWest Corporation
American Express in its acquisition by tender offer of SierraCities.com Inc.
FSI International, Inc. in its registered stock-for-stock acquisition of YieldUp International Corporation
Buffets, Inc. in its sale to a private equity buyer
Buffets, Inc. and FSI International, Inc. in a number of registered stock-for-stock acquisitions
Honeywell Inc. in its acquisition of Environmental Air Control, Inc.
Leslie Paper Co. in the registered stock-for-stock acquisition by International Paper Company
Carlson Companies, Inc., in the going-private transaction involving the acquisition of all the publicly held stock of TGI Friday's, Inc.
Securities Regulation and Corporate Counseling
Doug has represented public and private companies, as well as underwriters, venture capital firms and placement agents, in connection with securities offerings of both equity and debt, including initial public offerings.
Representative offerings in which Doug had significant responsibility include offerings of the following companies: FSI International, Inc.; BUCA, Inc.; The Oceanaire, Inc.; August Technology Corporation; Ciprico, Inc.; Stillwater Mining Company; Computer Network Technology Corporation; Buffets, Inc. and Intera Information Technologies Corporation.
Doug's participation in the general corporate representation of public companies such as FSI International, Inc., BUCA, Inc., Buffets, Inc., Computer Network Technology Corporation, and HMN Financial, Inc. has afforded him significant experience in the areas of SEC periodic reporting, trading and disclosure practices, proxy regulations, resales of restricted securities, executive compensation and stock-based compensation plans, Sarbanes-Oxley compliance, dealing with activist shareholders and corporate governance matters.
Doug also has extensive experience in the representation of emerging private companies in the areas of formation and entity choice, capitalization and executive compensation issues, strategic partnerships and general contracting issues.
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