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Haynes and Boone Assists Fossil in Acquisition of Skagen Designs

DALLAS – A team of Haynes and Boone, LLP attorneys assisted Fossil, Inc. in its just-announced agreement to acquire Skagen Designs, Ltd. and certain of its international affiliates for approximately $225 million in cash and 150,000 shares of Fossil common stock. The acquisition, which is subject to certain conditions, including regulatory approval, is expected to be finalized in February.    

Randy S. Hyne, Fossil’s vice president and general counsel, led the transaction, assisted by a Haynes and Boone deal team that included Dallas partners Tom Harris and Garrett A. DeVries, and associates David J. Colletti Jr. and Mark J. Robinson Jr. >>

Firm Represents Texas Company in $320 Million Transaction

Haynes and Boone, LLP recently represented Texas Advanced Optoelectronic Solutions Inc. (TAOS), a leading optoelectronic solutions provider, in its $320 million combination with austriamicrosystems AG, a leading global designer and manufacturer of high-performance analog integrated circuits for the consumer, communications, industrial, medical and automotive markets in a strategic transaction. >>



Recent Publications

Law360 Guest Column: Protection From The Elements - For Deal And Board

Law360, New York (November 29, 2011, 1:17 PM ET) -- You are the general counsel of a public company and your company is entering into a transaction to be acquired by another company. >>

Protection From The Elements: For Your Deal and Your Board

You are the general counsel of a public company and your company is entering into a transaction to be acquired by another company. Your board and your stockholders want you to make sure the transaction is consummated but they also want you to make sure the company gets the best deal for its stockholders. The acquiror is also going to demand a certain level of deal security. How do you get the deal done and manage all of these expectations? >>

No Holds Barred: The Proxy Contest

You’re the general counsel of a public company and you find out that one of your company’s stockholders intends to wage a proxy contest. Your board of directors and CEO are going to want some answers right away. How prepared are you and how do you respond? >>

For Love or Money (Financial Buyers vs. Strategic Buyers)

You are the general counsel of a public company and your CEO calls to tell you that the board is thinking about putting the company up for sale. He wants to talk. >>



David J. Colletti Jr.

Associate

Dallas


2323 Victory Avenue
Suite 700
Dallas, Texas 75219
T +1 214.651.5017
F +1 214.200.0753

Areas of Practice

Education

  • J.D., George Washington University, 2003, high honors; Order of the Coif; George Washington Law Review; Drescher Scholar; Dean's Fellow
  • B.A., Political Science and History, Catholic University of America, 2000, summa cum laude

Bar Admissions

  • New Jersey, 2004
  • New York, 2004
  • Texas, 2006

David Colletti is an associate in the Corporate/Securities Practice Group of the Dallas office of Haynes and Boone, LLP.  David's practice primarily focuses on representing public and private companies in mergers and acquisitions and in public and private securities offerings.  His other areas of practice include state and  federal corporate and securities compliance, including under the Securities Act, Exchange Act, Sarbanes-Oxley Act of 2002, Investment Advisers Act and Investment Company Act.; corporate and limited liability company formation; sales of assets and stock; venture capital investments; and general corporate planning and representation.

David earned his J.D. with high honors from the George Washington University Law School in 2003.  During law school, he was a Drescher Scholar and served as a member of the George Washington Law Review and a Dean's Fellow.

Selected Client Representations 

  • Representation of wireless and wireline engineering and technical services firm in its acquisition of $62 million in equity and debt financing.
  • Representation of Dallas-based private equity backed firm in its acquisition of more than $80 million in offshore oil and gas assets.
  • Representation of public radio and electronic technology company in its sale to an affiliate of Francisco Partners for approximately $34 million.
  • Representation of a growing private spirits company in its sale to an international spirits conglomerate for total consideration of up to $80 million.
  • Representation of a public oil and gas company in its sale to an affiliate of Apollo Management L.P. for approximately $480 million in total consideration.
  • Representation of a lumber company in its sale to a strategic competitor for $23 million.
  • Representation of a major airline in its proposed spin-off or sale of a subsidiary regional airline.
  • Representation of a large Dallas-based hedge fund in its acquisitions of a national home goods and gifts company, a plastics manufacturer, an international pharmaceuticals company and its bid to acquire one of the U.S.'s largest auto parts manufacturers.
  • Representation of a national consulting firm in various strategic acquisitions.
  • Representation of a leading aerospace, defense and marine supply chain management company in its acquisition by a leading aerospace, defense and marine manufacturer.
  • Representation of a private REIT subsidiary of a public REIT in an offering of collateralized debt obligations.
  • Representation of a public company that produces specialized filters for energy waste emissions in the sale of all of its stock to a Fortune 100 the sale of a 75 percent interest in the company's assets through a subsidiary and a simultaneous offering of senior secured notes by a newly-formed affiliate.
  • Representation of a real estate consulting and advisory firm in the acquisition of a New Hampshire grocery store chain and management company.
  • Representation of a publishing distribution service company in the sale of all of its stock to a publishing group.

Recent Publications

  • "Protection From The Elements: For Deal And Board," Law360, Nov. 29, 2011.
  • "Technology Under Siege: Peer-To-Peer Technology is the Victim of the Entertainment Industry’s Misguided Attack," Note in The George Washington Law Review, April 2003.

Selected Representative Experience


TAOS Combines with austriamicrosystems AG (SIX: AMS)
Texas Advanced Optoelectronic Solutions, Inc. (TAOS), a leading optoelectronic solutions provider, combines with austriamicrosystems AG (SIX: AMS), a leading global designer and manufacturer of high-performance analog integrated circuits in a strategic transaction valued at $320 million for cash and stock of AMS.

Represented EXCO Resources in Public Debt Offering
Represented EXCO Resources, Inc. in its $750 million public offering of notes and the redemption of previously outstanding notes.

Debt Offering - EXCO Resources, Inc.
Represented EXCO Resources, Inc. in its $750 million public offering of notes and the redemption of previously outstanding notes.

EF Johnson Technologies, Inc. Going-Private Sale
Represented publicly traded EF Johnson Technologies, Inc. in a going-private sale of the company to private equity firm Francisco Partners II, L.P.

Purchase and Sale Agreement, dated 12/15/09 by and among Pacific Energy Resources Ltd., San Pedro Bay Pipeline Company, Rise Energy Beta, LLC and SP Beta Properties, LLC
Represented Rise Energy Partners, LP in Bankruptcy Code section 363 purchase of offshore California oil reserves, oil production platforms, and pipelines from Pacific Energy Resources Ltd. Transaction involved a court ordered auction and credit bid by Rise of indebtedness totalling approximately $500 million.

Apollo Management VII, L.P. Acquisition of Parallel Petroleum Corporation
Represented Parallel Petroleum Corporation in the sale of the company to Apollo Management VII, L.P.

American Airlines Sale of $1 Billion in Prepaid Miles
Represented American Airlines in securing $1 billion in liquidity through the negotiation of the prepaid sale of AAdvantage miles to Citibank N.A. together with $1.8 billion in certain aircraft related transactions.

Equity Investment by Stephens Group
Represented Goodman Networks Incorporated in a stock purchase.

Underwritten Shelf-Takedown Equity Offering - Union Drilling, Inc
Successfully represented Union Drilling, a provider of contract land drilling services and equipment, primarily to natural gas producers, in the United States, in the underwritten issuance of 3 million shares (with a 450,000 over-allotment provision) of its common stock at an offering price of $8.25.

Purchase Agreement among Smith Asset Management Group, L.P., AMF-SAMG Finance LLC, Asset Management Finance Corporation
Represented Smith Asset Management in the sale of stock to Asset Management Finance Corporation and AMF-SAMG Finance LLC.

Purchase of Daucourt Martin Imports Business
Represented Daucourt Martin Imports LLC in the sale of assets to Skyy Spirits, LLC and Redfire, Inc. (subsidiaries of Davide Campari).

Restructuring
Represented Highland Capital Management, L.P. in its purchase of stock in and restructuring of Home Interiors & Gifts, Inc.

Highland Capital Management Bid to Acquire Delphi Corporation
Represented Highland Capital Management LP in its $4.7 billion bid to acquire Delphi Corp. Highland, as Delphi Corp.'s then-second-largest shareholder, offered its plan to recapitalize the auto parts giant to top an earlier offer of $3.4 billion made by an investment group led by Appaloosa Management and Cerberus Capital Management L.P. Extensive negotiations were held between Highland and Delphi, with Delphi ultimately proceeding with Appaloosa/Cerberus.

Memberships

  • State Bar of Texas
  • American Bar Association
  • New York State Bar
  • New York City Bar Association

Online Publications

11/29/2011 - Law360 Guest Column: Protection From The Elements - For Deal And Board
Law360, New York (November 29, 2011, 1:17 PM ET) -- You are the general counsel of a public company and your company is entering into a transaction to be acquired by another company.

11/17/2011 - Protection From The Elements: For Your Deal and Your Board
You are the general counsel of a public company and your company is entering into a transaction to be acquired by another company. Your board and your stockholders want you to make sure the transaction is consummated but they also want you to make sure the company gets the best deal for its stockholders. The acquiror is also going to demand a certain level of deal security. How do you get the deal done and manage all of these expectations?

10/24/2011 - No Holds Barred: The Proxy Contest
You’re the general counsel of a public company and you find out that one of your company’s stockholders intends to wage a proxy contest. Your board of directors and CEO are going to want some answers right away. How prepared are you and how do you respond?

09/15/2011 - For Love or Money (Financial Buyers vs. Strategic Buyers)
You are the general counsel of a public company and your CEO calls to tell you that the board is thinking about putting the company up for sale. He wants to talk.

02/23/2010 - FTC Lowers HSR Notification Thresholds for 2010
On January 19, 2010, the Federal Trade Commission (FTC) announced its annual adjustment to the pre-merger notification filing thresholds under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (HSR), and for the first time in history, the HSR thresholds were decreased. The new thresholds became effective February 22, 2010.

Technology Under Seige
 

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