Greenberg Traurig shareholder Flora Perez helped structure an acquisition on behalf of a wireless medical technology company in a deal that required navigating complex Swiss regulations.
Perez led the legal team representing BioTelemetry Inc., a publicly traded company based in Pennsylvania, in its $280 million purchase of Switzerland's LifeWatch AG, a health care technology company.
BioTelemetry, formerly known as CardioNet Inc., provides cardiac monitoring services, centralized lab services and original equipment manufacturing with a primary focus on cardiac monitoring devices. While both companies operate in the U.S., most of LifeWatch's shareholders reside outside national borders.
A group of Greenberg Traurig lawyers from the firm's Fort Lauderdale, Miami, Boston, New York and Tel Aviv offices worked on the deal, which was structured as a cross-border tender offer.
The law firm previously represented BioTelemetry's CEO and general counsel several years ago in a separate transaction involving their previous Fort Lauderdale company. Greenberg Traurig has a long-standing relationship with the executives dating back to 2007.
Perez said LifeWatch has been on her client's radar for the last couple of years, and she began molding the transaction in January.
She worked out of the firm's Fort Lauderdale office alongside colleagues Laurie Green, Matthew Miller and Kenneth Horky. Their efforts were joined by Miami shareholder Mindy Leathe. Julie Blackmore, an associate, also participated.
The deal played out primarily as a tender offer under Swiss rules, although U.S. Securities and Exchange Commission regulations also applied, Perez said.
One of the legal challenges was navigating between the two.
Green played a key role here, as she understood the rules better than most, Perez said. Green was once part of the tender offer group in the SEC, where she actually helped regulators write the rules for cross-border offers such as this one.
Perez explained the transaction qualified for certain SEC exemptions that allowed the group to structure the acquisition based on rules of the target company's jurisdiction.
This meant the closing heavily relied on the legal team's understanding of Swiss tender offer rules. Having worked on similar deals in Europe, there was some familiarity with foreign regulation.
As Perez's client cast its bid for LifeWatch, it was met with a competing offer.
"That got our clock ticking," Perez said, adding the deal became strategically interesting from this point forward. "We were making sure the price was right, while always considering what the other bidder was going to do."