Tonkon Torp Leads Moda Health Through Corporate Restructure and $155 Million Sale

Tonkon Torp led client Moda Health through its high-profile corporate restructure and $155 million stock sale to Delta Dental of California.

Tonkon Torp has a long-standing relationship with Moda Health, with partner Justin Denton serving as the firm's lead attorney for Moda for 10 years, completing numerous corporate finance and M&A transactions, as well as providing general corporate governance counsel.

In 2018, work began on shaping a strategic partnership between Moda and Delta Dental of California. In this transaction, Moda restructured and sold a 49.5% interest in its business to a known and trusted business partner. Justin and attorney Claire Brown negotiated and documented the agreements that shaped the sale and the future relationship between Moda and Delta Dental of California. Tax attorney Mark LeRoux handled the structuring and tax aspects of the transaction.

The expected complexity of a multiple-state health care deal was compounded by regulators from both California and Oregon reviewing every aspect of the transaction.

In addition to state approval, the size of the transaction required a Hart-Scott-Rodino antitrust filing with the U.S. Department of Justice and the Federal Trade Commission, which was completed by attorneys Tom Palmer and Caroline Harris Crowne.

The transaction closed in February 2019. The firm’s relationship with Moda continues.

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