Corporate Finance & Transactions
Recognized as a regional leader in corporate finance, Tonkon Torp attorneys combine Wall Street and Silicon Valley business savvy with the personal approach of a mid-sized, Northwest firm. We advise clients on financing solutions that advance a company's core business objectives, while helping that business grow. From the most sophisticated Fortune 500 companies to closely-held family businesses and startups, we advise on the full scope of corporate finance matters.
Our corporate finance and securities team represents issuers, investors and underwriters. We offer business-minded solutions for both privately held and publicly traded companies, and private fund sponsors.
We help privately held companies obtain financing from initial funding through private equity and debt rounds, including:
  • Angel investor financing and venture capital
  • Private placements
  • Syndicated and secured loans
Tonkon Torp attorneys also have extensive experience working with publicly-traded companies, including routinely handling the full spectrum of capital raising activities. We work with publicly-traded companies through:
  • Initial and secondary public equity offerings, including transaction documentation and securities law compliance
  • Rule 144A and Regulation S private placements
  • Debt offerings, including a recent representation of an Oregon public company in a series of transactions resulting in approximately $1 billion of debt financing
Our corporate finance and securities team also works with sponsors in connection with private fund formation. We provide ongoing compliance and transaction counsel for collective investment vehicles such as:
  • Private equity funds
  • Hedge funds
  • Real estate funds
  • Funds of funds
  • Bank common trust funds
  • Bank pooled investment funds


Kurt  Ruttum

Kurt Ruttum

Managing Partner


Brenda  Alvey

Brenda Alvey

Business Paralegal

Laney  Quigley

Laney Quigley

Business Paralegal

Tonkon Helps Tonkin

For decades, Tonkon Torp has been honored and proud to represent the Tonkin family and its businesses. In fact, the relationship dates back to the post-World War II era.

M&A and Bioscience Expertise Combine for Client Acquisition

The acquisition of Tonkon Torp client TomegaVax by San Francisco-based Vir Biotechnology marks a significant boom for Oregon’s growing role in the bioscience industry. Find details and more featured cases here.

Tonkon Torp Brings Attorney Power to Renewable Energy Transaction

Tonkon Torp client Enel Green Power North America (EGPNA) is the North American subsidiary of one of the largest corporations in the world, the Italian electricity company Enel S.p.A. Here's how we helped EGPNA in a renewable energy acquisition.

Tonkon in the Driver’s Seat for Fast Dealership Purchase Ride

Auto dealership sales are generally straightforward affairs that frequently involve both business and real estate assets. In 2015, Tonkon Torp got involved in a purchase transaction that took a unique turn. Find details and more featured cases here.

Tonkon Torp Stays the Course in the Mississippi Avenue Lofts Project

The process to acquire, complete and sell the Mississippi Avenue Lofts involved a broad range of legal transactions from Tonkon Torp, including a funding round, multi-party loan and purchasing agreements, litigation and a final sale. Find the details and more featured cases here.

Tonkon Torp Completes Complex Asset Sale for Privately Held Business

In late 2014, Tonkon Torp represented a privately held heavy industrial equipment manufacturer in a complex transaction that included selling business assets and real property, and leasing other related business property. The selling company is a long-term client of the firm.

Tonkon Torp Helps Albina Head Start Stabilize Finances for Enhanced Programming

Albina Head Start, Inc. (AHS), which serves more than 1,000 low-income children and their families in North, Northeast and Southeast Portland, faces the future in a stronger financial position thanks to a significant pro bono effort by Tonkon Torp. Find details and more featured cases here.

Tonkon Torp and Law Firm Alliance Partner Facilitate Key Technology Merger

Tonkon Torp represented Key Technology in its acquisition of Belgium-based Visys N.V. The deal, valued at approximately $21 million, created a single source of high-performance sorting technologies for food processing and other industrial markets. Find details and more featured cases here.

Capital Restructuring and Common Stock Offering

Assisted a privately-held electronics manufacturer with capital restructuring, general corporate governance and its offering of 2,000,000 shares of its common stock.

Facilitation of Key Technology Merger

Represented Key Technology in its acquisition of Belgium-based Visys N.V. The deal, valued at approximately $21 million, created a single, complete source of high-performance digital sorting technologies for food processing and other industrial markets. The transaction involved substantial due diligence regarding intellectual property litigation matters and the acquisition of a company partially owned by Belgian regional government entities. 

Financing for Drone Software and Infrastructure Startup Company

Assisted SkyWard IO, a Portland-area startup company developing infrastructure for the emerging commercial drone industry, in its $1.5 million seed round financing led by Voyager Capital, Draper Associates, and Toivo Annus (former head of engineering at Skype).

Formation of Qualified Opportunity Fund

Formed and organized a Qualified Opportunity Fund, Qualified Opportunity Zone Business, and Fund Manager for purposes of investing in real estate located in an opportunity zone in Portland, Oregon.

In re Stayton SW Assisted Living, L.L.C. (the Consolidated Sunwest Related Entities)

(Bankr. D. Or.) - Tonkon represented debtor, Stayton SW Assisted Living, L.L.C., and over 700 substantially consolidated affiliates, in a Chapter 11 proceeding that resulted in a confirmed Plan of Reorganization. The biggest and most complex bankruptcy case ever filed in Oregon, the consolidation, restructuring and $1.2 billion sale involving over 700 of Sunwest entities demanded legal expertise in bankruptcy, securities, tax, real estate, corporate governance, litigation, mergers and acquisitions, regulated industries and commercial transactions. Al Kennedy and Tim Conway worked with a team of Tonkon lawyers and paralegals who developed and executed a complex resolution that restructured obligations owing to over 90 secured lenders, sold 146 seniors housing facilities (including approximately 1,200 tenant-in-common interests held by investors), and resulted in distributions to creditors and investors exceeding 100% of their claims.

Investments in Alternative Investment Funds

Represented nonprofit foundations and nonprofit institutions with respect to investments in alternative investment funds (hedge funds, private equity funds, and similar investment vehicles) with investments ranging from $500,000 to $100,000,000.

Public Company Common Stock Offering

Represented The Greenbrier Companies, Inc. as local counsel in its offering of 3,000,000 shares of common stock.

Public Company Convertible Senior Notes Offering

Represented The Greenbrier Companies, Inc. as local counsel in its offering of $230,000,000 of 3.5% Convertible Senior Notes due in 2018.

Sale of Cadet Manufacturing Company

Tonkon Torp negotiated and finalized the sale of Vancouver-based Cadet Manufacturing to an Irish company called Glen Dimplex, the world's largest electric heat manufacturer.

Sale of Portland Bottling Company

Tonkon Torp negotiated the sale of 92-year old Portland Bottling Company. The buyer is an entity formed by Ed Maletis, former founder of beer and spirits giant Columbia Distributing.

Was My PPP Loan Necessary (In Hindsight)? SBA Seeks Additional Information from PPP Borrowers with Loans of $2 Million or More

On the roller coaster ride that is the interpretation of the Paycheck Protection Program (“PPP”) by the U.S. Small Business Administration (“SBA”), on October 26, the SBA issued a notice to the Office of Management and Budget (“OMB”) seeking approval…
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SBA Issues New Guidance Regarding Changes of Ownership for PPP Borrowers

On October 2, 2020, the Small Business Administration (“SBA”) published new guidance outlining the procedures that PPP borrowers and lenders must follow in the event that a PPP borrower undergoes a “change of ownership.”
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SEC Expands Definition of Accredited Investor

In an effort to expand investment opportunities in private companies, on August 26, 2020, the Securities and Exchange Commission adopted on August 26, 2020, amendments to the definition of an “accredited investor.” The amendments expand the…
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PPP Loan Updates: EZ Forgiveness Application, Updated Guidance, and More

On June 17, 2020, the U.S. Small Business Administration (“SBA”) published an abbreviated “EZ” forgiveness application and accompanying instructions (“EZ Forgiveness Application”) for certain eligible borrowers under the Paycheck Protection Program…
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PPP Update: Passage of Paycheck Protection Program Flexibility Act

On Wednesday, June 3, the Senate passed the Paycheck Protection Program Flexibility Act (“Flexibility Act”), a bill that loosens the restrictions for obtaining loan forgiveness under the Paycheck Protection Program (“PPP”). The bill passed by…
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Market Conditions in Oregon and Washington Evidencing Uncertainty for PPP Loan Certification

In its continuously updated FAQ Guidance, the Small Business Administration (“SBA”) has advised that it will review the individual loan files for businesses that have received a Paycheck Protection Program (“PPP”) loan of more than $2 million (see…
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SBA Allows Some Borrowers to Increase PPP Loan Amounts, but You Must Act Fast!

On May 13, 2020, the Small Business Administration (“SBA”) published an interim final rule (“IFR”) allowing certain partnerships that applied for Paycheck Protection Program (“PPP”) loans but did not include partner income in “payroll costs” to amend…
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Was My PPP Loan "Necessary"? Updated SBA Guidance on Loan Certification

Over the past few weeks, many of our clients who have received Paycheck Protection Program (“PPP”) loans have expressed concern about whether they had adequate basis to certify that their PPP loan request was necessary to support ongoing business…
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4 Ways PPP Loan Forgiveness Can Be Reduced

Reducing Employee Headcount – If the average number of a borrower’s full-time equivalent (FTE) employees during the eight-week period following origination is reduced compared to a pre-crisis comparison period, then the forgivable amount of your loan…
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5 Practical Tips for Maximizing Forgiveness of Your PPP Loan

1. Designate a PPP Point Person: Someone internal to your organization should have a good handle on the rules for forgiveness. The rules are complicated, and they could shift before you apply for forgiveness, so it’s a good idea to have a specific…
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