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Title

Equity Capital Markets

Description
Drawing upon our extensive experience advising clients in public and private offerings, we provide keen insight into market dynamics and manage the offering process efficiently to achieve the desired results.
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  • Overview
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  • Kramer Levin’s Equity Capital Markets lawyers have broad experience advising issuers, underwriters and placement agents in public and private offerings. We understand the markets and focus on managing the offering process to produce an efficient, timely and successful outcome.

    Working in small teams with a high level of partner involvement, we regularly advise clients regarding:

    • Initial and secondary public offerings
    • Private placements of common and preferred stock and convertible debt, including those under SEC Rule 144A and private investments in public equities (PIPEs)
    • Registered direct offerings, confidentially marketed public offerings (CMPOs) and at-the-market offerings (ATMs)
    • SEC compliance and reporting

    Defining Matters

    • Kramer Levin Advises Shareholders in $460 Million LATAM Airlines Group Re-IPO and NYSE Relisting

    • Kramer Levin Represents Qomolangma Acquisition Corp. on its Initial Public Offering

      Kramer Levin represented Qomolangma Acquisition Corp., a special purpose acquisition company, in its $50 million initial public offering and listing on Nasdaq. The transaction closed on Oct. 4, 2022, and a further offering pursuant to the underwriter’s over-allotment option closed on Oct. 7, 2022.
    • Kramer Levin Advises on $115 Million Initial Public Offering of Metal Sky Star Acquisition Corporation

      Kramer Levin represented Ladenburg Thalmann & Co. Inc. as the underwriter in connection with the initial public offering of Metal Sky Star Acquisition Corporation, a special purpose acquisition company. The initial public offering closed on April 5, 2022, raising gross proceeds of $115 million (including the exercise of the underwriter’s over-allotment option). Metal Sky Star’s units trade on NASDAQ under the symbol “MSSAU”.
    • Kramer Levin Advises Capstar Special Purpose Acquisition Corp. on $1.3 Billion Combination with Gelesis Inc.

      On July 19, 2021, Kramer Levin client Capstar Special Purpose Acquisition Corp. (Capstar), a special purpose acquisition company sponsored by affiliates of Capstar Partners, LLC and certain private funds managed by PIMCO, announced that it had entered into a business combination agreement with Gelesis Inc. (Gelesis), a biotherapeutics company aiming to transform weight management using a proprietary biomimetic superabsorbent hydrogel technology. Upon the closing of the transaction, expected in the fourth quarter of 2021, Gelesis will become a public company listed on the New York Stock Exchange. The transaction values the combined company at an equity value of approximately $1.3 billion and includes a fully committed $100 million PIPE financing.
    • Kramer Levin Advises A-Mark in Acquisition of JM Bullion and Related Equity Offering

      On March 22, 2021, Kramer Levin client A-Mark Precious Metals Inc. (A-Mark) announced that it has acquired precious metals e-commerce platform JM Bullion (JMB) for $136.8 million. Kramer Levin also advised A-Mark on the public offering of common stock, which closed on March 8, the net proceeds of which partly financed the acquisition.
    • Kramer Levin Advises PBF Energy in $250 Million Add-on Offering of 9.25% Senior Secured Notes

      On Dec. 16, 2020, Kramer Levin client PBF Energy Inc. (NYSE: PBF) announced that its indirect subsidiary, PBF Holding Company LLC (PBF Holding), priced an add-on Rule 144A offering of $250.0 million in aggregate principal amount of 9.25% senior secured notes due 2025. PBF Holding intends to use the net proceeds from the offering for general corporate purposes.
    • Kramer Levin Advises Pontifax in $50 million Convertible Note Purchase and Security Agreement for Opiant Pharmaceuticals

      On Dec. 10, 2020, leading Israeli life science fund, Pontifax, announced that it has entered into a $50 million convertible Note Purchase and Security Agreement with Opiant Pharmaceuticals Inc., a specialty pharmaceutical company, that will allow Opiant to draw up to $50 million in three tranches.

    Practice Contacts

      • Christopher S. Auguste

        • Counsel
        • Counsel, Chair, Inclusion Committee; Co-Chair, Pro Bono Committee; Co-Chair, Equity Capital Markets and Public Companies
        • New York
        • cauguste@kramerlevin.com
        • T 212.715.9265
        • F 212.715.8277
      • vcard
      • Todd E. Lenson

        • Partner
        • Partner, Deputy Chair, Corporate; Co-Chair, Equity Capital Markets and Public Companies
        • New York
        • tlenson@kramerlevin.com
        • T 212.715.9216
        • F 212.715.8216
      • vcard
      • Thomas E. Molner

        • Counsel
        • Counsel, Co-Chair, Equity Capital Markets and Public Companies
        • New York
        • tmolner@kramerlevin.com
        • T 212.715.9429
        • F 212.715.8429
      • vcard
      • Ernest S. Wechsler

        • Partner
        • Chair, Corporate
        • New York
        • ewechsler@kramerlevin.com
        • T 212.715.9211
        • F 212.715.8086
      • vcard
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