General Corporate
Our attorneys have significant experience representing clients in sophisticated corporate transactions and counseling clients on complex legal issues arising in various types of corporate transactions, including merger and acquisitions of private and public companies, formation and dissolution of legal entities, financing deals, private company securities fling obligations, and public company SEC reporting obligations.
Corporate: Representative Transactions
Mergers and Acquisitions
- Representation of a private equity fund in connection with a PIPE investment into a special purpose acquisition company, concurrent with its acquisition of a global outsourcing company.
- Representation of environmental company in connection with a proposed acquisition of a magazine.
- Representation of an investment bank in connection with an aircraft leasing joint venture.
- Representation of an insurance company in connection with a proposed securities lending joint venture.
- Representation of a steel company in connection with its acquisition of a mining company and a publicly-traded steel company.
- Representation of a record company in the creation of a Japan-based joint venture to create online music service in Japan.
- Representation of private equity fund in connection with its proposed acquisition of Japan’s largest consumer finance company.
- Representation of a public advertising company in the sale of its global marketing research subsidiary.
- Representation of a major national fast food company in its acquisition of a fast-casual Italian restaurant chain.
Private Equity Investment and Funds
- Representation of a private equity fund in connection with a proposed portfolio company investment in an insurance start-up company. (June 2006 to October 2006)
- Representation of private equity fund in connection with the sale of its interest in a portfolio company.
- Representation of a private technology company in connection with the purchase of a minority interest by a private company.
- Representation of a private equity fund in connection with the formation of an Asia-focused private equity fund.
- Representation of a major international investment bank in connection with the proposed formation of a private equity fund-of-funds.
- Representation of a major international investment bank in connection with its investment as a limited partner in a private equity fund.
Capital Markets
- Representation of a business development company, with respect to various SEC filings, including its annual and quarterly reports and other general corporate and securities advice.
- Representation of the underwriters, in connection with various common stock offerings, debt security offerings, and hybrid security offerings.
- Representation of the issuer, a sovereign country, in multiple Rule 144A / Reg. S offerings of in excess of $2 billion in debt securities.
- Representation of a Malaysian company in a Rule 144A/Regulation S offering of $1.1 billion in guaranteed debt securities.
Financing
- Representation of a private lender in connection with a $50 million loan to a public company.
- Representation of lender in connection with a $200 million secured loan to a real estate investment fund.
- Representation of borrower in the restructuring of $340 million of outstanding debt.
