Nolan S. Taylor
PEOPLE

Nolan S. Taylor

Partner
taylor.nolan@dorsey.com

Overview

AS A TRUSTED ADVISOR WITH MORE THAN 30 YEARS OF EXPERIENCE, NOLAN HELPS COMPANIES ACHIEVE THEIR BUSINESS OBJECTIVES BY LEADING THEM THROUGH SUCCESSFUL MERGERS & ACQUISITIONS, EQUITY AND DEBT CAPITAL RAISING TRANSACTIONS, AND CORPORATE GOVERNANCE MATTERS.

Nolan is a Capital Markets and M&A Partner. He is also a member of Dorsey’s U.S.-China practice group. Nolan has extensive experience representing:

  • Companies in domestic and cross border M&A transactions including stock and asset deals, mergers, carve-outs, spin offs, spin outs, auction sales, leveraged buyouts, SPAC mergers, reorganizations, recapitalizations, distressed sales, Section 363 sales, and joint ventures;
  • Private equity and venture capital funds in formation, buyout, minority investment, and financing transactions;
  • Underwriters and issuers in initial public offerings and registered follow-on and secondary offerings, and exempt and hybrid securities offerings including PIPEs, at-the-market offerings, confidentially marketed public offerings, bought deals, committed equity lines, and registered direct offerings as well as  investment grade and high yield debt offerings and 144A offerings; and
  • Public companies in securities law compliance, NYSE, NASDAQ and FINRA compliance, and corporate governance matters. 

Nolan’s clients include private and public companies, boards of directors, special committees, private equity and venture capital funds, investment banks and financial institutions.

According to Chambers and Partners 2019, a prestigious legal industry ranking service, Nolan is a Band 1 ranked corporate lawyer and the “cream of the crop.” Chambers quotes a source as saying, “He is the best attorney I’ve worked with because of his good business judgment, his ability to think through novel structures for solutions to problems and the fact that he is always calm in stressful situations." Prior Chambers guides have said, “He’s the one I'd turn to if I was in business,” that “clients hail his ‘good, practical advice,’” and that he “has great experience, knowledge and judgment.”

Education & Admissions

University of Utah, S. J. Quinney College of Law (J.D.)

Brigham Young University (B.A.)

Admissions

  • Utah

Languages

  • Dutch

Experience

Representative Transactions

Selected Merger and Acquisition Transactions: 

  • Represented Galileo Financial Technologies in connection with its merger with Social Finance Inc. for $1.2 billion
  • Represented Gerawan Farming, Inc. in its merger with Wawona Delaware Holdings, LLC, a portfolio company of Pain Schwartz Food Chain Fund IV AIV, L.P.
  • Represented Aytu BioScience in connection with its merger with Innovus Pharmaceuticals
  • Represented Purple Innovation, LLC (now Purple Innovation, Inc.) in its merger with Global Partners Acquisition Corp., a SPAC, and related PIPE offering of Class A Common Stock and listing on the NASDAQ capital market
  • Represented Lyons Magnus, Inc. in its acquisition by Sierra Acquisition, Inc., an affiliate of Paine Schwartz Food Chain Fund IV, L.P. 
  • Represented Genysis Brand Solutions Inc. in its acquisition by Nellson Nutraceutical, LLC
  • Represented JBR Clinical Research in its acquisition by Webster Capital IV, L.P. 
  • Represented Wawona Packing Co., LLC in its acquisition by to Paine Schwartz Food Chain Fund IV AIV, L.P. 
  • Represented China Pacific Property Insurance Co., Ltd. in its investment in MetroMile, Inc. (Deal of the Year - China Business Law Journal 2016)
  • Represented Spillman Technologies, Inc. in its acquisition by Motorola Solutions, Inc.
  • Represented Zions Bancorporation in the merger of its seven subsidiary affiliated banks
  • Represented Track Utilities, LLC and Track Holdings, LLC in the acquisition of Track Utilities, LLC by CIVC Capital Partners, L.P.
  • Represented Alpine Air Holdings, LLC and KEB Enterprises, L.P. in the leveraged buyout of Alpine Air Express, Inc.
  • Represented Five Star Franchising, Inc. in four simultaneous transactions including two spin-off transactions and the acquisition of Five Star Canada, Inc. followed by the merger of Five Star Painting, Inc. with The Dwyer Group, Inc.
  • Represented CROV Global Holding Limited in its acquisition of Tri Holdings, LLC 
  • Represented Parlant Technology, Inc. in its acquisition by Blackboard, Inc.
  • Represented the major shareholder of High West Distillery, LLC in its acquisition by Constellation Brands, Inc.
  • Represented Campbell Scientific, Inc. in its merger with Coastal Environmental, Inc.
  • Represented Evernym, Inc. in its merger with Respect Network, Inc.
  • Represented Perseon Corporation in its attempted tender offer/merger with Galil Medical and in its subsequent section 363 sale
  • Represented a SAAS software company in its confidential merger with another SAAS software company
  • Represented a large consumer products company in its confidential acquisition by a consortium of private equity buyers
  • Represented a consumer products company in its confidential dividend recapitalization
  • Represented People’s Utah Bancorp in its merger with Lewiston State Bank
  • Represented a confidential offshore bidder in two auction sale processes for  domestic sellers
  • Represented an affiliate of Klein-Becker in the carve-out sale of the StriVectinTM skin care brand assets to Catterton Partners
  • Represented Galileo Processing, Inc. in its merger with One Global Finance, Inc. 
  • Represented Euromicron AG in its acquisition of stock in Remote MDx, Inc. and related strategic transactions 
  • Represented Mainstream Data, Inc. in its recapitalization 
  • Represented Franklin Covey Co. in the carve-out sale of its CSBU division to a platform company of Peterson Partners L.P. 
  • Represented Specialized Health Products International, Inc. in its cash merger with C.R. Bard, Inc. 
  • Represented Enviromax, Inc. in its acquisition by IHS, Inc. 
  • Represented Mity Enterprises, Inc. in its "go private" leveraged buyout by Sorenson Capital Partners L.P. and Peterson Partners L.P. 
  • Represented Mainstream Data, Inc. in its acquisition of Newscom, LLC 
  • Represented Cornerstone Nutritional Labs, LLC in its acquisition by Mitsui USA 
  • Represented Cerberian, Inc. in its acquisition by BlueCoat Systems, Inc. 
  • Represented TFE Technology, LLC in its sale to Diebold, Inc. 
  • Represented Arch Coal, Inc. in its acquisition of Triton Coal Company, LLC 
  • Represented the acquirer in the acquisition of Unicity International from Royal Numico, N.V.  
  • Represented Enzon Pharmaceuticals, Inc. in its attempted "merger of equals" with NPS Pharmaceuticals, Inc. 
  • Represented Cornerstone Nutritional Labs, LLC in the sale of its powder division for cash 
  • Represented SourceOne Services, Inc. in its acquisition by First American Corporation for cash and stock
  • Represented Trebor International, Inc. in its sale to IDEX Corp. in a cash-for-stock transaction 
  • Represented Assist Cornerstone Technologies, Inc. in its sale to Cayenta.com, Inc. in a cash and stock-for-stock transaction 
  • Represented Mity-Lite, Inc. in its acquisition of Do Group, Inc. in a cash-for-stock transaction 
  • Represented Mity-Lite, Inc. in its acquisition of Broda Enterprises, Inc. for cash 
  • Represented Monroc, Inc. in its sale to U.S. Aggregates, Inc. in a cash-for-stock transaction 
  • Represented Nu Skin Enterprises, Inc. in its acquisition of Nu Skin U.S.A., Inc. 
  • Represented Nu Skin Enterprises, Inc. in its acquisition of Big Planet, Inc. 
  • Represented Dentrix Dental Systems, Inc. in its stock-for-stock acquisition by Henry Schein, Inc. 
  • Represented Companion Systems, Inc. in its sale to an affiliate of BancBoston Capital 
  • Represented Health Rider, Inc. in its sale to Icon Health & Fitness, Inc. 
  • Represented Enrich International, Inc. in connection with its leveraged recapitalization 
  • Represented NAPTech, Inc. in its acquisition by The Shaw Group, Inc. in a stock-for-stock transaction 
  • Represented Inkley's Incorporated in its acquisition by Ritz Camera Centers in a cash-for-stock transaction 

Other M&A transaction summaries can be provided upon request.

Selected IPOs, Follow-Ons and Secondary Offerings:

  • Represented Purple Innovation Inc. in connection with $500 million of registered secondary offering and block trade of Class A Common Stock
  • Represented Lipocine Inc. in its 2020 Registered Direct Offering to institutional investors and in connection with its at-the-market ATM offering
  • Issuer’s counsel for Avinger, Inc. in multiple public offerings of common stock
  • Represented Lipocine Inc. in its 2019 confidentially marketed public offering of common stock and warrants
  • Issuer’s counsel for Aytu Bioscience, Inc. in its public offering of common stock, preferred stock, and warrants
  • Issuer’s counsel for Purple Innovation, Inc. in its PIPE offering of Class A Common Stock
  • Issuer’s counsel for the initial public offering of People’s Utah Bancorp
  • Issuer’s counsel for Lipocine Inc. in its shelf takedown and 2015 confidentially marketed public offering (CMPO) 
  • Issuer’s counsel for BSD Medical Corporation in a shelf takedown and Registered Direct Offering to institutional investors 
  • Issuer’s counsel for BSD Medical Corporation in its shelf takedown and at-the-market (ATM) offering 
  • Issuer’s counsel for Lipocine Inc. in its post-effective amendment S-1 in connection with a PIPE offering to institutional investors 
  • Issuer’s counsel Nu Skin Enterprises, Inc. in a registered secondary offering of Class A Common Stock 
  • Issuer’s counsel for BSD Medical Corporation in two shelf takedown follow-on offerings 
  • Issuer’s counsel for the initial public offering of The Ensign Group, Inc.  
  • Underwriter's counsel for the marketed spot secondary offering of Ladish Co., Inc. 
  • Underwriter's counsel for the initial public offering of Volcom, Inc. 
  • Represented Franklin Covey Co. in two separate issuer tender offers
  • Represented the Special Committee of Franklin Covey & Co. in the recapitalization of Franklin & Covey Co. and related secondary offering 
  • Issuer's counsel for The SCO Group, Inc. in two PIPE transactions, two related registered secondary offerings and a related recapitalization 
  • Issuer's counsel for BSD Medical in a PIPE transaction and secondary offering 
  • Issuer's counsel for the initial public offering of Nu Skin Asia Pacific, Inc., registered simultaneously in the U.S. and Japan 
  • Underwriter's counsel for the initial public offering of Direct Focus, Inc. 
  • Underwriter's counsel for the initial public offering of American AirCarrier's Support, Inc. 
  • Underwriter's counsel for the initial public offering of Granite Financial, Inc. 
  • Underwriter's counsel for the follow-on offering for Granite Financial, Inc. 
  • Underwriter's counsel for the initial public offering of Sport Haley, Inc. 
  • Issuer's counsel for the initial public offering of Mity-Lite, Inc. 
  • Issuer's counsel for the initial public offering of Rocky Mountain Helicopters, Inc. 

Other securities offering transaction summaries can be provided upon request.

News & Resources

Articles

Dorsey Represents Galileo Financial Technologies in $1.2 Billion Acquisition by SoFi
SEC Clarifies Baby Shelf Rules
“Exit Strategies,” MWCN 2014 Deal Flow Report
"Jump Start to the IPO Market for Smaller Companies" Utah Deal Flow Report MWCN 2013
"Is Your Emerging Business VC Ready?" Wasatch Digital IQ, Volume 2, Issue 2
"Venture Capital Financing: Options and Strategies for Structuring Transactions," Utah Business

News & Press Mentions

IFLR1000 Recognizes Dorsey Lawyers and Practices
Dorsey Represents Galileo Financial Technologies in $1.2 Billion Acquisition by SoFi
Twenty-two Dorsey Attorneys Named to Utah ‘Legal Elite’
IFLR1000 Recognizes Dorsey Lawyers and Practices
IFLR 1000 Recognizes Dorsey Lawyers and Practices
Chambers USA 2019 Recognizes Dorsey Lawyers and Practices
Twenty Dorsey Attorneys Named to Utah ‘Legal Elite’
15 Dorsey Lawyers in Salt Lake City Selected for Inclusion in The Best Lawyers in America 2019 and 2019 Lawyers of the Year
Chambers USA 2018 Recognizes Dorsey Lawyers and Practices in Salt Lake City
Seventeen Dorsey Attorneys Named to Utah ‘Legal Elite’
11 Dorsey Lawyers in Salt Lake City Selected for Inclusion in The Best Lawyers in America 2018 and 2018 Lawyers of the Year
Dorsey Partner Nolan Taylor Comments on the Importance of Pro Bono
Chambers USA 2017 Recognizes Dorsey Lawyers and Practice Groups in Salt Lake City
Chambers USA 2017 Recognizes Dorsey Lawyers and Practices
Dorsey Receives China Business Law Journal’s 2016 Deals of the Year for CPIC Investment in Metromile
Sixteen Dorsey Attorneys Named Utah Legal Elite
Dorsey Represents CPIC in Strategic Investment in Metromile
10 Dorsey Lawyers in Salt Lake City Selected for Inclusion in The Best Lawyers in America 2017 and 2017 Lawyer of the Year
Chambers USA 2016 Recognizes Dorsey Lawyers and Practice Groups in Salt Lake City
Chambers USA 2016 Ranks Dorsey Lawyers and Practices
Partner Nolan Taylor Recognized by Attorney at Law Magazine
Fifteen Dorsey Attorneys Named Utah ‘Legal Elite’
10 Dorsey Lawyers in Salt Lake City Selected for Inclusion in "The Best Lawyers in America®" 2016 and "Best Lawyers of the Year"
97 Dorsey Lawyers Selected for Inclusion in "The Best Lawyers in America®" 2016 and 2016 "Lawyers of the Year"
Chambers USA 2015 Recognizes Dorsey Lawyers and Practice Groups in Salt Lake City

Events & Speaking Engagements

Preparing for the 2017 Proxy Season
2003 Investors Choice Global Venture Capital Conference

Select Presentations

  • “Over the Pond and Across the Pacific: Surveying the Wide World of Cross-Border M&A,” Moderator, Dorsey Corporate Counsel Symposium, October 30, 2018
  • “Preparing for the 2017 Proxy Season – Shareholder Activism Update,” February 23, 2017

  • "The Qualities of Successful Corporate Directors," Outstanding Directors Awards, June 2016
  • “Preparing for the 2016 Proxy Season – Shareholder Activism Update,” March 8, 2016
  • "Legal and Ethical Duties of In-House Counsel after In Re Dole Food Co.," ACC In-House in Review, 2015
  • "Role of the M&A Lawyer in the "M&A Mating Dance,"" March 30, 2010
  • "Capital Raising Alternatives -- Overview and Selected Legal Issues," Seminar, 2009
  • “Executive Compensation Disclosure Rules,” Utah State Bar, Securities Section, 2006
  • “Securities Offering Reforms,” Seminar, 2006
  • "Legal Issues in the Venture Process," University Private Equity Summit, Panel Member, 2005
  • "Venture Capital Transaction Training Series," Seminars 2004-2005
  • "Preparing for the IPO, Sarbanes-Oxley Corporate Governance and Other Reforms," Seminar 2004
  • "Legal Issues in Venture Capital," University Private Equity Summit, Panel Member, 2004
  • "Being a Director:  New Standards, New Challenges" American Society of Corporate Secretaries (General Counsel Professional Association) 57th National Conference, June 2003
  • “Legal Aspects of Raising Capital in the Current Market,” Seminar, 2002 (Wayne Brown Institute)
  • “Option Exchange Tender Offers under SEC Rule 13e-4,” Seminar, 2001
  • “Capital Markets Chaos:  How to Create Value in Emerging and Undervalued Companies,” Seminar, 2001
  • “Regulation FD,” Seminar, 2000
  • “Overview of Regulation FD,” Seminar, 2000 (Financial Executives Institute)
  • “Road Map to an IPO,” Seminar, 1998
  • “Plain English Forum Review of new Securities & Exchange Commission Rules,” Seminar, 1998
  • ALI-ABA “Mergers & Acquisitions - Acquisitions and Divestures of Subsidiaries and Divisions,” Seminar, 1991

Industries & Practices

  • Banking & Financial Institutions
  • Capital Markets
  • China
  • Corporate Governance & Compliance
  • Energy & Natural Resources
  • Financial Services Regulatory
  • Food, Beverage & Agribusiness
  • Healthcare
  • Mergers & Acquisitions
  • Private Equity
  • Technology

Professional & Civic

Professional Achievements

  • Utah State Bar Association
  • Member of the National Association of Corporate Directors
  • Member of the American Society of Governance Professionals, Public Company Affairs Committee 2005-2006
  • Adjunct Professor of Law, University of Utah, S.J. Quinney College of Law, Securities Regulation (Fall 2003 and Winter 2007)

Accolades

Ranked in Chambers USA 2019 Leading Individual  Chambers USA 2018 Leading Individual  Ranked in USA Chambers 2017 Leading Individual  Top Ranked - USA Chambers and Partners 2016 - Leading Individual   Ranked in Chambers USA 2015 - Leading Individual 

Nolan S. Taylor - Best Lawyers' Lawyer of the Year 2016 - Securities / Capital Markets Law - Salt Lake City, UT

  • International Financial Law Review 1000 Highly Regarded in Capital Markets and M&A – State, 2019-2021
  • Named “Salt Lake City Lawyer of the Year” in Mergers and Acquisitions Law by Best Lawyers©, 2020 and 2011
  • Named “Salt Lake City Lawyer of the Year” in Corporate Law by Best Lawyers©, 2019
  • Named “Salt Lake City Lawyer of the Year” in Securities and Capital Markets Law by Best Lawyers©, 2018 and 2016
  • 2016 Deal of the Year, China Business Law Journal (China pacific Property Insurance invests in MetroMile, Inc.)
  • Named one of “America’s Leading Business Lawyers” by Chambers USA (Corporate/M&A), 2003-2010, leave of absence for volunteer service 2010-2013, 2014-2020
  • Named to BTI Client Service All-Star Team 2010 (among only 164 lawyers recognized nationally for outstanding client service)
  • Listed as a Mountain States Super Lawyer, 2007-2010
  • Rated AV Preeminent® by Martindale-Hubbell®
  • Recognized in Legal 500 (M&A Section), 2009
  • Listed in Best Lawyers in America®, 2006-2021
  • Listed in Utah Business Magazine Legal Elite, Corporate Law and Transactions; Mergers and Acquisitions, 2005-2010, 2014 and 2016-2020
  • Listed in IPO Rainmaker, The Directory of IPO Counsel, 1996

Nolan S. Taylor