Jim's practice focuses primarily in the areas of securities regulation, mergers and acquisitions, corporate governance and general corporate counseling to a variety of private and publicly held clients. Since 1987 Jim has also served as Secretary of Digi International Inc. (NASDAQ Global Select Market: DGII).

Securities Regulation

In the area of securities regulation, Jim regularly works with a variety of public companies in regard to their SEC reports. He has also worked extensively with public and private companies and underwriters in connection with the public and private offering of a variety of debt and equity securities. In recent years he has had primary responsibility for a number of underwritten public offerings with an aggregate value of several billion dollars. Securities transactions for which he has served as lead or supervising counsel include:

• Ameriprise Financial, Inc. July 2009 - issuer tender offer for 5.35% Senior Notes due 2010 ($450 million)
• Bemis Company, Inc. July 2009 - underwritten public offering of Common Stock via BofA Merrill Lynch, J.P. Morgan and Wells Fargo Securities ($200 million)
• Bemis Company, Inc. July 2009 - underwritten public offering via J.P. Morgan, BofA Merrill Lynch, BNP PARIBAS and Wells Fargo Securities of $800 million of notes due 2014 and 2019
• Bemis Company, Inc. July 2009 - shelf registration of common stock, preferred stock, and senior and subordinated debt securities
• Bemis Company, Inc. July 2009 - equity commitment of an affiliate of Rio Tinto plc to purchase $200 million of Bemis Common Stock in conjunction with Bemis's $1.2 billion acquisition of the Food Americas operations of Rio Tinto's Alcan Packaging business unit
• Ameriprise Financial, Inc. June 2009 – underwritten public offering via JPMorgan and UBS Securities of 7.30% Senior Notes due 2019 ($300 million)
• Ameriprise Financial, Inc. June 2009 – underwritten public offering via Banc of America Securities, Citi, UBS Securities and Wachovia Securities of 7.75% Senior Notes due 2039 ($200 million)
• Bemis Company, Inc. July 2007 - accelerated repurchase of 4 million shares via Goldman Sachs ($120 million)
• Digi International Inc. October 2006 - shelf registration of 1,676,451 shares of Common Stock ($23 million)
• Ameriprise Financial, Inc. October 2005 - shelf registration of debt securities ($1.7 billion) and $1.5 billion offering of notes due 2010 and 2015
• Bemis Company, Inc. 2005 - SEC-registered debt exchange ($300 million)
• Bemis Company, Inc. March 2005 – Rule 144A offering via Wachovia Securities and JP Morgan of 4.875% Notes Due 2012 ($300 million)
• Archer-Daniels-Midland Company. February 2003 - shelf registration of debt securities ($500 million)
• Archer-Daniels-Midland Company. October 2002 - underwritten public offering via Salomon Smith Barney, Banc of America Securities and JP Morgan Securities of 5.935% Debentures due 2032 ($500 million)
• Archer-Daniels Midland Company. October 2001 - shelf registration of debt securities ($500 million)
• Bemis Company, Inc. August 2001 - underwritten public offering via JP Morgan, Bank One Capital Markets, U.S. Bancorp Piper Jaffray, Wachovia Securities and Wells Fargo Brokerage Services of 6-1/2% Notes due 2008 ($250 million)
• Archer-Daniels Midland Company. February 2001 - underwritten public offering via JP Morgan and Salomon Smith Barney of 7% Debentures due 2031 ($400 million)
• Dain Rauscher Wessels, U.S. Bancorp Piper Jaffray, SoundView Technology and Wit Capital. September 1999 - underwritten initial public offering of 8,337,500 shares of Common Stock of ShopNow.com Inc. ($100 million)
• Dain Rauscher Wessels and U.S. Bancorp Piper Jaffray. June 1999 - underwritten public offering of 4,232,000 shares of Common Stock of Stellent Inc. (formerly known as IntraNet Solutions, Inc.) ($34 million)
• Archer-Daniels-Midland Company. April 1999 - underwritten public offering via Merrill Lynch, Chase Securities, CS First Boston, Goldman Sachs, Lehman Brothers, J.P. Morgan and Salomon Smith Barney of 6-5/8% Debentures due May 1, 2029 ($300 million)
• Archer-Daniels-Midland Company. October/November 1998 - exchange offer of 5.87% Debentures due November 15, 2010 for 7% Debentures due May 15, 2011 ($196 million) and redemption of unexchanged 7% Debentures ($54 million)
• Digi International Inc. August 1998 - shelf registration of 775,837 shares of Common Stock ($13 million)
• Archer-Daniels-Midland Company. April 1998 - shelf registration of debt securities ($500 million)
• Archer-Daniels-Midland Company. December 1997 - underwritten public offering via Salomon Smith Barney, Goldman Sachs, Lehman Brothers, Merrill Lynch and J.P. Morgan of 6.75% Debentures Due 2027 and 6.95% Debentures Due 2097 ($450 million)
• Archer-Daniels-Midland Company. July 1997 - underwritten secondary public offering of 4,428,518 shares of Common Stock of Pilgrim's Pride Corporation held by ADM via Donaldson, Lufkin and A.G. Edwards ($51 million)
• Archer-Daniels-Midland Company. June 1997 - shelf registration of debt securities ($500 million)
• Archer-Daniels-Midland Company. March 1997 - underwritten public offering via Salomon Brothers, Goldman Sachs, Lehman Brothers, Merrill Lynch, Smith Barney and Stephens Inc. of 7-1/2% Debentures Due 2027 ($350 million)
• Secure Computing Corporation. November 1995 - underwritten initial public offering via Piper Jaffray and Robertson Stephens of 2,300,000 shares of Common Stock ($38 million)
• Bemis Company, Inc. June 1995 - underwritten public offering via Goldman Sachs and J. P. Morgan Securities of 6.7% Notes Due 2005 ($100 million)

Mergers and Acquisitions and Related Transactions include:

• Bemis Company, Inc. July 2009 - equity commitment of an affiliate of Rio Tinto plc to acquire up to 19.9% of the outstanding Common Stock of Bemis ($200 million) in conjunction with Bemis's $1.2 billion purchase of Rio Tinto's Alcan Packaging business unit
• Digi International Inc. June 2009 – acquisition of MobiApps, Inc., U.S. affiliate of MobiApps Holdings Private Limited of Singapore ($3 million plus earn-out)
• Digi International Inc. July 2008 - acquisition of Spectrum Design Solutions, Inc. of Minneapolis, Minnesota ($10 million)
• Digi International Inc. June 2008 – share rights plan renewal
• Digi International Inc. July 2006 - acquisition of MaxStream, Inc. of Lindon, Utah ($38 million)
• Digi International Inc. May 2005 - acquisition of Rabbit Semiconductor Inc. of Davis, California ($49 million)
• Bemis Company, Inc. February 2005 - purchase of security packaging equipment and related assets from Rayton Packaging, Inc. of Calgary, Alberta ($2.5 million plus earn-out)
• American Express Company December 2004 - sale of American Express Business Finance Corporation to KeyBank N.A. of Cleveland, Ohio ($1.5 billion equipment lease portfolio)
• Bemis Company, Inc. November 2004 - sale of packaging facility in Kentucky to a subsidiary of Alcoa, Inc. (terms undisclosed)
• Digi International Inc. September 2003 - sale of Level 3 switch technology to Procera Networks, Inc. of San Jose, California (terms undisclosed)
• Bemis Company, Inc. August 2002-July 2003 - proposed sale of worldwide pressure sensitive business to UPM-Kymmene, Oyj of Helsinki, Finland ($420 million) (transaction terminated due to a preliminary injunction obtained by Antitrust Division of U.S. Department of Justice)
• Digi International Inc. July 2003 - acquisition of assets of Embrace Networks, Inc. of Sunnyvale, California and Naperville, Illinois (terms undisclosed)
• Instrumental, Inc. June 2003 - reorganization as a Delaware corporation and acquisition, by tender offer, of one-third of the outstanding stock (terms undisclosed)
• Digi International Inc. December 2002 and May 2003 - repurchase of 2.3 million shares (10% of the outstanding stock) from Sorrento Networks Corporation of San Diego, California ($7.6 million)
• Bemis Company, Inc. October 2002 – acquisition of Walki Films Division (specialty packaging) of UPM-Kymmene, Oyj of Helsinki, Finland ($70 million)
• Archer-Daniels-Midland Company. September 2002 - acquisition of Minnesota Corn Processors, LLC of Marshall, Minnesota ($635 million)
• Digi International Inc. March 2002 - sale of MiLAN Division of Sunnyvale, California to Communications Systems, Inc. of Hector, Minnesota ( $8 million)
• Digi International Inc. February 2002 - acquisition of NetSilicon, Inc. (Nasdaq NMS: NSIL) of Waltham, Massachusetts by means of a stock and cash merger ($60 million)
• Bemis Company, Inc. September 2001 - acquisition of flexible packaging assets of Duralam, Inc. of Appleton, Wisconsin ($69 million)
• Digi International Inc. June 2001 - acquisition of INXTECH/Decision Europe of Nantes, France (thin device server products) (terms undisclosed)
• Archer-Daniels-Midland Company. 2000-2001 - representation of ADM as a 25% shareholder in a proposed management leveraged buy-out of publicly held IBP, Inc. in a transaction valued at $3.8 billion. (The merger agreement with the buy-out group was terminated following a topping bid by Tyson Foods Inc., resulting in termination fees of $59 million paid to ADM and other participants.)
• Digi International Inc. October 2000 - acquisition of Inside Out Networks, Inc. of Austin, Texas (universal serial bus connectivity products) ($15 million)
• Bemis Company, Inc. August 2000 - acquisition of specialty plastic films division of Viskase Companies, Inc. of Chicago, Illinois ($228 million)
• Wild File, Inc. March 2000 - acquisition of this computer software firm by Adaptec, Inc., by means of a stock and cash merger ($29 million)
• Wild File, Inc. October 1999 - private sale of a 20% equity interest in this computer software firm to a strategic partner (terms undisclosed)
• Credit Suisse First Boston Corporation. August 1999 - representation of buyer's financial advisor in connection with the acquisition of Essef Corporation (water and fluid products) by Pentair, Inc. and related divestiture of swimming pool and spa installation business ($430 million)
• Certain Selling Shareholders. July 1999 - acquisition of AngioGuard, Inc. (surgical devices to prevent embolization) by Cordis Corporation, a subsidiary of Johnson & Johnson (terms undisclosed)
• American Financial Printing, Inc. March 1999 – recapitalization (terms undisclosed)
• Digi International Inc. July 1998 - acquisition of parent company of ITK Telekommunikation AG (Voice over Internet Protocol (IP) products) of Dortmund, Germany ($69 million)
• Digi International Inc. July 1998 - acquisition of Central Data Corporation (universal serial bus and other serial port connectivity devices) of Champaign, Illinois ($26 million)
• American Express Financial Corporation. February 1998 - acquisition of Financial Dynamics, Inc., the parent company of Securities America, Inc. (brokerage firm), of Omaha, Nebraska (terms undisclosed)
• Bemis Company, Inc. February 1998 - acquisition of a one-third interest in a joint venture with Dixie Toga S.A. of Sao Paulo, Brazil; the joint venture is Brazil's largest flexible packaging company (terms undisclosed)
• Archer-Daniels-Midland Company. December 1997 - acquisition of Moorman Manufacturing Company (agricultural processing) of Quincy, Illinois, by means of a stock-for-stock merger ($296 million)
• Digi International Inc. May 1997 - sale of remote access division of Torrance, California to a privately held Singapore company (terms undisclosed)
• Bemis Company, Inc. January 1997 - acquisition by means of a stock and cash merger of Paramount Packaging Corporation (flexible packaging) of Chalfont, Pennsylvania and purchase of assets of related entities (terms undisclosed)
• Secure Computing Corporation. August 1996 - acquisition by means of a stock-for-stock merger of Enigma Logic, Inc. (identification and authentication software) of Concord, California ($71 million)
• Secure Computing Corporation. August 1996 - acquisition by means of a stock-for-stock merger of Border Network Technologies Inc. (Internet firewalls) of Toronto, Ontario ($190 million)
• Secure Computing Corporation. May 1996 - acquisition by means of a stock and cash merger of Webster Network Strategies Inc. (Internet monitoring and filtering software) of Naples, Florida ($3 million)
• Bemis Company, Inc. April 1996 - acquisition of Perfecseal Division (health care packaging) of Paper Manufacturers Company of Philadelphia, Pennsylvania (terms undisclosed)
• The Jundt Growth Fund, Inc. 1995 - reorganization as a mutual fund ($225 million)
• Digi International Inc. September 1995 - acquisition of LAN Access Corporation (remote access products) of Torrance, California (terms undisclosed)

Clerkships

Presentations

Publications

• SEC Rules Prompt Greater Board Focus on Risk
  Faegre & Benson Web Site
• Loose Lips Sink Careers: Lessons on the Risks of Disclosing Material Nonpublic Information
  Faegre & Benson Web Site

Trade Organizations

Civic Associations

Pro Bono