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RQN’s Corporate Finance and Securities Section proudly represented long-time client Dental Select in its sale to Ameritas Life Insurance Corp., effective April 30, 2020.

Corporate attorney Mark Cotter led the transaction team and handed the M&A, health care and insurance regulatory aspects of this high-value M&A transaction which was structured as an “auction” involving multiple would-be acquirers bidding against seller-driven deal documents with strong representations and warranties, reduced seller-retained risk through mandatory representations and a warranty insurance policy from buyer, and other seller-driven financial and tax provisions.

RQN’s transaction team also included corporate and tax attorney Kelly Applegate handling tax, accounting, and ERISA issues; tax & estate attorney Gary Longmore handling the IRS Code § 338(h)(10) tax election and related seller shareholder estate planning; corporate attorney Blake Voorhees handling corporate tax issues, and attorney Lester Essig handling intellectual property matters.

We extend our warmest congratulations to Dental Select’s founder, Brent Williams. Mr. Williams represents the quintessential American success story. He was raised in a small, rural Canadian town just north of the border, founded Dental Select on a credit card from his apartment, and along the way became a U.S. citizen.

Dental Select is a licensed third-party administrator and insurance agency based out of Salt Lake City, Utah. Founded in 1989, the company provides group dental, vision, and AD&D benefit programs for large employers and small businesses, as well as dental plans for individuals and families. Underpinning its insurance agency, dental network and claims administration operations, Dental Select’s proprietary software/data technology platform was a significant component of the value proposition and pricing multiple of the transaction.

Read: Ameritas press release.