Venable LLPAssociate
Jun. 2019 - Jul. 2022Washington, District of Columbia, United StatesAssociate - Mergers and Acquisitions, General Corporate, Capital Markets. Represented founders and sellers of operating companies, private equity buyers and minority investors across a variety of corporate transaction structures, industry sectors and deal sizes. M&A work focused on drafting and negotiating purchase agreements, management of due diligence exercises and reports, negotiation of disclosure schedules, and discussions with R&W insurance providers. Coordinated specialist team participation in deals, including tax, employment, benefits, intellectual property and environmental teams. General corporate work included drafting transaction documents for sale of popular music-related songwriting rights to PE buyers, assisting startup clients with corporate formation and structure including fintech startups and crowdfunding projects, and securities compliance review. Assisted non-profit clients with formation documentation and operating guidelines for spin-off for-profit projects. Continued securities practice (approximately one-third of billable hours) representing issuers in registered equity and rights offerings, SPAC S-1 and S-4 filings, drafting operating company 8-Ks and other filings. Fund formation and restructuring experience includes drafting fund limited partnership agreements, private placement memoranda and subscription materials. Represented special servicers under CMBS trusts with respect to pandemic-related forbearance and loan modifications under related pooling and servicing agreements. Continued pro bono work related to veterans in the PTSD and TBI context.