King & Spalding Advises Roark Capital Group On Purchase

Friday, July 1, 2011 - 01:00

King & Spalding advised Roark Capital Group, an Atlanta private equity firm, in the acquisition of the Italian restaurant chain Il Fornaio from New York-based private equity investment firm Bruckmann, Rosser, Sherrill & Co. for an undisclosed amount.

The Il Fornaio chain has 21 restaurants and also owns the Corner Bakery Café brand, which has 118 locations.

Roark Capital Group is an Atlanta-based private equity firm that specializes in consumer and business services companies, with a focus on the franchise, food and restaurant, specialty retail, environmental services, waste management and marketing services sectors. Its franchise portfolio includes Carvel Ice Cream, Cinnabon, Schlotzsky's, Moe's Southwest Grill, Seattle's Best Coffee International, McAlister's Deli, Money Mailer, FastSigns, BatteriesPlus, Primrose Schools, Wingstop, Pet Valu and Auntie Anne's.

King & Spalding's legal team involved in the transaction was lead by Atlanta corporate partner Raymond E. Baltz and consisted of the following lawyers:

Corporate: William G. Roche (partner, Atlanta); Jaron R. Brown (partner, Atlanta); Erica B. Jackson (associate, Atlanta); Matthew S. McCoy (associate, Atlanta); Spencer A. Stockdale (associate, Atlanta);

Finance: Robert S. Finley (partner, New York); Ram S. Burshtine (partner, New York); Chadwick M. Werner (associate, Atlanta).

King & Spalding advised EMS Technologies and its board of directors in the company's sale to Honeywell for approximately $491 million in cash. EMS Technologies is a leading provider of wireless connectivity solutions for aviation, aerospace and global resource management.

Under the terms of the agreement, which has been unanimously approved by both companies' boards of directors, a wholly owned subsidiary of Honeywell will commence a tender offer within ten business days to purchase all of EMS's outstanding shares for $33.00 per share in cash. The transaction, which is subject to successful completion of the tender offer, regulatory approval and customary closing terms and conditions, is expected to be completed in the third quarter of 2011.

The King & Spalding legal team involved in the transaction was led by Atlanta mergers and acquisitions partner C. William Baxley and consisted of the following lawyers:

Mergers and Acquisitions: Anne M. Cox (partner, Atlanta); Sameer P. Asher (associate, Atlanta); Christopher M. Bugay (associate, Atlanta); John M. Hyman (associate, Atlanta); Erica B. Jackson (associate, Atlanta); Melanie E. Lee (associate, Atlanta);

Securities/SEC:Keith M. Townsend (partner, Atlanta); Robert J. Leclerc (associate, New York);

Employee Benefits: Kenneth A. Raskin (partner, New York); Pulina Whitaker (partner, London); Mark P. Kelly (counsel, Atlanta); Laura Westfall (associate, New York);

Tax; John K. Sweet (partner, New York);

Environmental; Les A. Oakes (partner, Atlanta); Tamara J. Neeley (staff attorney, Atlanta);

Defense/Government Contracts: Christine E. Savage (partner, Washington); Amy Stanley Hariani (associate, Washington).