Handles compliance, securities trading and reporting issues and securities issues in connection with mergers and acquisitions (M&A) and restructuring.
Representative Work
Securities Trading and Reporting Advice
Represented multiple fund clients that were affiliates of issuers with the resale of securities under the Securities Act of 1933.
Advised multiple fund clients in connection with filing exemptions from Schedules 13D and G and Forms 3, 4 and 5, and in connection with determining potential exemptions from disgorgement.
Represented an activist fund in two ultimately successful proxy contests for a “short slate” of nominees to be elected to the board of directors of a public company.
Represented a distressed debt fund in connection with the sale of a portfolio company’s equity securities as a selling stockholder in an initial public offering and follow-on offerings.
Assisted with bankruptcy structuring to address Section 13(d) and 16 issues.
Investment Adviser Compliance and Registration
Reviewed and commented on multiple Forms ADV Part 1A and Parts 2A and 2B.
Reviewed multiple compliance manuals in connection with the Investment Advisers Act of 1940 and the Securities Act of 1933.
Analyzed whether over 70 managers were required to register under the Investment Advisers Act of 1940.
Advice regarding compliance on the various rules under the Investment Advisers Act of 1940.
