Layne T Smith

Representative Corporate Transactions

• Represented Acres Holdings, LLC, a full-service real estate brokerage with offices in multiple Mountain West states, in connection with the sale of its assets to Newmark Group, Inc. (NASDAQ: NMRK).
• Represented a hospital in connection with the acquisition of dozens of health care facilities, including ambulatory surgical centers, urgent care facilities and physician practices.
• Recapitalized a real estate investment company in order to facilitate a $100 million fundraising transaction.
• Represented a developer in connection with a $60 million joint venture to purchase and develop a mixed use real estate project.
• Represented a real estate investment group in connection with a joint venture with a publicly traded construction company to acquire and develop real property in a qualified opportunity zone.
• Represented a private equity found in connection with an investment in a group of addiction recovery centers.
• Represented a private equity fund in the acquisition of a behavioral health hospital.
• Represented a physician-owned hospital in the $34 million sale of a majority interest to a strategic investor.
• Represented iArchives, Inc., a document digitization company, in its $27 million sale to Ancestry.com Inc.
• Represented a software company in connection with a $35 million sale to a strategic investor.
• Represented a technology outsourcing company in connection with the sale of a controlling interest to a private equity group for $30 million.
• Represented a software company in the sale of a division to a strategic investor for $18 million.
• Represented Crescent Point Energy Corp. in connection with its $784 million acquisition of Ute Energy Upstream Holdings LLC.
• Represented a software company in connection with a $55 million loan transaction with the lending arm of a private equity group.
• Represented the legal intermediary in connection with Salt Lake County's Pay for Success programs focused on homelessness and recidivism.
• Served as outside general counsel for a physician-owned hospital.

Representative Technology and Licensing Transactions

• Acted as outside general counsel for a SaaS company, drafting and negotiating license and services agreements with multiple large franchisors, under which an enterprise software platform is provided to hundreds of franchise locations.
• Served as outside general counsel for an IT outsourcing business, assisting in drafting and negotiating master services agreements, SaaS licenses and other contracts.
• Acted as outside general counsel for a carbon technology company, drafting and negotiating joint research and license agreements.
• Represented a large software company, advising on contract negotiations with resellers and software customers.
• Negotiated and drafted services agreements, license agreements, distributor agreements, manufacturing agreements, and other commercial contracts.