Seeing Our Work

R E P R E S E N T A T I V E M A T T E R S

CORPORATE FINANCE:

AgStar Financial Services, ACA

AgStar Financial Services, ACA, asked Gray Plant Mooty to assist with the financing and purchase—as well as the sale and acquisition financing—of selected ethanol production plants in Iowa, Minnesota, Michigan, North Dakota, and Nebraska on behalf of a group of banks led by AgStar. Gray Plant Mooty assembled a 13-member team of attorneys and paralegals from its Commercial Financial Services, Real Estate, Tax, and Mergers & Acquisitions groups in Minneapolis and St. Cloud. The team created six Delaware limited liability companies (LLCs) for the banks. The LLCs were used to acquire the plants via a credit bid during the bankruptcy auction of Vera Sun Energy Corporation. The team then structured operating capital for the six plants pending resale to new owners. By August 2009, Gray Plant Mooty had helped the banks facilitate a sale and provide financing for the six plants.

EMPLOYEE BENEFITS:

John Wagner Associates, Inc.

John Wagner Associates, Inc., came to Gray Plant Mooty seeking to restructure the company in a way that would meet the goals of the two primary shareholders—the founding family and the company’s ESOP trust. By tapping the expertise of the firm’s Employee Stock Ownership Plan (ESOP) team and with help from its Corporate and Tax groups, Gray Plant Mooty assisted in a successful stock exchange and restructuring transaction. As a result, the company’s construction products distribution arm was split off as a 100 percent ESOP-owned S corporation, Grabber Construction Products, Inc. Because Grabber is now wholly owned by the ESOP, it no longer needs to pay federal income tax—either at the corporate level or through tax distributions to individual S stockowners. Meanwhile, the remainder of the business, which manufactures photographic postcards and cold-weather inserts for gloves and boots, now aligns more closely with the founding family’s involvement in the enterprise.

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