Brief Cases: Ruling favors Michael Foods in pricing suit; also: Dorsey & Whitney deals, Innovex developments

A federal appeals court in Pennsylvania unanimously reversed a lower court decision (PDF) and exonerated Minnetonka-based Michael Foods and codefendant Sodexo Inc. of price discrimination. It also reverses a subsequent district court order requiring Michael Foods to sell products to the plaintiff, Feesers Inc. and Sodexo at the same price.

In the 2004 suit, Feesers, a regional food distributor based in Pennsylvania, claimed that it competes with Sodexo, a multinational food service management company, and that Michael Foods was required to sell its products to both companies at the same price. The Third Circuit Court of Appeals today rejected Feesers’ claim, holding that Feesers and Sodexo are not competing purchasers.

The Third Circuit Court ruled that Feesers and Sodexo compete only when a prospective customer is deciding between self-operation and outsourcing of its food service operations. Because sales of Michael Foods products occur after the customer has made that decision, the Third Circuit found no competition between Feesers and Sodexo in sales of Michael Foods products. With no competition, the court said, there could be no competitive injury to Feesers.

Dorsey & Whitney No. 2 in M&A deals
Minneapolis-based Dorsey & Whitney law firm said that it ranked second among all law firms for the number of U.S. merger and acquisition (M&A) deals completed in 2009, according to financial information provider Thomson Reuters. The law firm represented clients in 132 U.S. transactions. Dorsey moved up one place from third in 2008, according to the firm, which said it ranked ninth among all law firms for the number of deals completed worldwide last year.

This marks the 16th consecutive year that Dorsey has been ranked in the top five law firms for U.S. deals completed. The law firm did not release the dollar amount of the completed deals.

Innovex appoints new CEO, looks to restructure $55M debt
Struggling Plymouth-based electronics manufacturer Innovex (Pink Sheets: INVX.PK) announced that Chief Financial Officer  Randy Acres was appointed (PDF) president, chief executive officer and a director. He will continue to serve as the company’s CFO and replaces interim CEO and board chairman John Clark, who stepped in last October following the resignation of Terry M. Dauenhauer.

Innovex also announced it has entered into an exclusive 90-day agreement the Standard Chartered Bank of Hong Kong to work with them to restructure the company’s capital base.  Innovex reported that SCB is interested in purchasing all of the company’s outstanding bank debt, about $55 million, from Bank of Ayudhya Public Co. Ltd. and TMB Bank Public Co. Ltd.,at a discount from the total value outstanding. Additionally, SCB has indicated its interest in injecting up to $10 million of additional working capital into the company.

Previously, Innovex had reported a net loss of $8.7 million, on $10.7 million of revenue for the third quarter ended July 4, the most recent period reported. The previous year, the company had lost $4.5 million on $16.2 million in revenue in Q3. For the first nine months of 2009, the company reported a net loss of $19.8 million on revenue of $33.2 million, compared with a net loss of $21.5 million on revenue of $50.2 million a year ago. At the end of Q3, the company also reported $10.1 million of current assets and $59.4 million of current liabilities, with total assets of $41.2 million and total liabilities of $74.7 million.Innovex manufactures high-density flexible electronic interconnect devices used in data storage devices, liquid crystal displays for mobile telecommunication devices and printers. Three-quarters of the company’s revenue last quarter were derived from LCD displays.

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