Morgan Helme

Food, Beverage & Agribusiness M&A

• Represented Cooperative Northwest Grain Growers in its merger with Mid Columbia Producers, advising on transaction structure and cooperative-specific considerations.
• Represented Land O'Lakes, Inc. in the strategic merger of its crop inputs business with United Suppliers, Inc.
• Represented Land O'Lakes, Inc. in its tender offer acquisition of Ceres, Inc., a biotechnology seed company.
• Represented natural food store cooperatives in acquisitions and strategic consolidations.
• Represented a regional grocery store chain in a series of strategic acquisitions expanding its retail footprint.
• Represented a global communications company in multiple acquisitions of agricultural software businesses.
• Represented a company in the divestiture of its reproductive technologies business.

Healthcare M&A

• Represented Optum in numerous acquisitions of physician practices.
• Represented a medical device company in its strategic acquisition of a surgical implant device company and related financing transactions.
• Represented UnitedHealth Group in its acquisition of an insurance provider.
• Represented UnitedHealth Group in its acquisition of a healthcare data science company.
• Represented American Eagle Instruments in its sale to Young Innovations.

Other Industries M&A

• Represented Ritchie Bros. Auctioneers in numerous acquisitions of heavy equipment auction companies.
• Represented C.H. Robinson in its acquisition of a high-value freight services company.
• Represented an automotive air-conditioning parts distributor in the sale of its business.
• Represented a boat manufacturer in its acquisition of a boat- rental membership company.
• Represented Early Warning Services, LLC in its acquisition of clearXchange, LLC, then the largest bank-owned digital payments network in the United States.
• Represented a metal recycling company in the sale of its business.
• Represented a company in its acquisition of a garage door installation business.

Cooperative Law

• Advised cooperatives on member loan programs and preferred stock offerings.
• Represented consumer, purchasing, and supply cooperatives in negotiating commercial agreements.
• Represented an information technology cooperative in its merger with a peer cooperative.
• Represented natural foods cooperatives in strategic consolidations.
• Advised clients on forming traditional and new investor-model cooperatives, including cooperatives organized under Minnesota Chapter 308B.
• Advised farmer producer organizations on conversions to cooperative structures designed to qualify for purposes of Section 199A(g) tax benefits.
• Advised cooperatives on organizational matters, governance, and regulatory compliance.

Commercial Contracts

• Drafted and negotiated supply, distribution, co-manufacturing, and other strategic commercial agreements for clients across multiple industries.
• Drafted and negotiated vendor outsourcing agreements.
• Drafted and negotiated supply, equipment loan, and sales agreements for medical device companies.

Emerging Companies & Venture Finance

• Represented an accelerator program in its investments in healthcare technology startups through convertible promissory notes, simple agreements for future equity (SAFEs), and preferred stock financings.
• Represented a privately held medical device company in multiple series of preferred stock financings.
• Represented a privately held telehealth company in its Series A preferred stock financing.
• Advised emerging companies on corporate governance, contract drafting and negotiation, and ongoing strategic matters.

Pro Bono & Community Leadership

• Co-chair of Dorsey’s Minneapolis Women Attorneys’ Resource Group.
• Member of the Board of Directors of Second Harvest Heartland, one of the nation’s largest food banks.
• Represented Just the Pill, a Minnesota-based non-profit providing abortion and reproductive healthcare in the Midwest, on general corporate matters.
• Represented cooperatives and non-profits in commercial contracts, business formation, and governance issues.
• Represented Minneapolis mutual aid network on non-profit formation and regulatory risk management.