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All Things Canadian: Cross-Border Securities Offerings


Speaker(s): Anna T. Pinedo, Timothy McCormick
Recorded on: Jul. 24, 2017
PLI Program #: 223525

Anna Pinedo is a partner in Mayer Brown’s New York office and a member of the Corporate & Securities practice. She concentrates her practice on securities and derivatives. Anna represents issuers, investment banks/financial intermediaries and investors in financing transactions, including public offerings and private placements of equity and debt securities, as well as structured notes and other hybrid and structured products. 

She works closely with financial institutions to create and structure innovative financing techniques, including new securities distribution methodologies and financial products. She has particular financing experience in certain industries, including technology, telecommunications, healthcare, financial institutions, REITs and consumer finance. Anna has worked closely with foreign private issuers in their securities offerings in the United States and in the Euro markets.

She also works with financial institutions in connection with international offerings of equity and debt securities, equity- and credit-linked notes, and hybrid and structured products, as well as medium term note and other continuous offering programs.

In the derivatives area, Anna counsels a number of major financial institutions acting as dealers and participants in the commodities and derivatives markets. She advises on structuring issues as well as on regulatory issues, including those arising under the Dodd-Frank Act. Her work focuses on foreign exchange, equity and credit derivatives products, and structured derivatives transactions. Anna has experience with a wide range of transactions and structures, including collars, swaps, forward and accelerated repurchases, forward sales, hybrid preferred stock and off-balance sheet structures. She also has advised derivatives dealers regarding their Internet sites and other Internet and electronic signature/delivery issues, as well as on compliance matters.

Anna regularly speaks at conferences and participates in panel discussions addressing securities law issues, as well as the securities issues arising in connection with derivatives and other financial products. She is the co-author of JOBS Act Quick Start, published by International Financial Law Review (2013; updated 2014, 2016); a contributor to OTC Derivatives Regulation Under Dodd-Frank: A Guide to Registration, Reporting, Business Conduct, and Clearing (Thomson Reuters, first ed. 2014, second ed. 2015, third ed. 2016, fourth ed. 2017); co-author of Considerations for Foreign Banks Financing in the US, published by International Financial Law Review (2012; updated 2014, 2016); Liability Management: An Overview (2011, updated 2015), published by International Financial Law Review; co-author of Covered Bonds Handbook, published by Practising Law Institute (2010, updated 2012-2014); co-author of the treatise Exempt and Hybrid Securities Offerings, published by Practising Law Institute (2009, second ed. 2011, updated 2014, third ed. 2017); and co-author of BNA Tax and Accounting Portfolio: SEC Reporting Issues for Foreign Private Issuers (BNA Accounting Policy and Practice Series, 2009, second ed. 2012, updated 2016). Anna is also a contributing author to Broker-Dealer Regulation (2011, second ed. 2012), published by Practising Law Institute. She co-authored "The Approaches to Bank Resolution," a chapter in Bank Resolution: The European Regime (Oxford University Press, 2016). Anna contributed to The Future of Bank Funding and Capital: Solutions for Issuers, Opportunities for Investors (IFR Market Intelligence, 2009). Additionally, Anna co-authored "The Ties that Bind: The Prime-Brokerage Regulation," a chapter in Global Financial Crisis (Globe Law and Business, 2009); "The Law: Legal and Regulatory Framework," a chapter in PIPEs: A Guide to Private Investments in Public Equity (Bloomberg, 2006); and "The Impact Security: Reimagining the Nonprofit Capital Market," a chapter in What Matters: Investing in Results to Build Strong, Vibrant Communities (Federal Reserve Bank of San Francisco and Nonprofit Finance Fund, 2017). Anna is a contributor to Practising Law lnstitute's "BD/IA: Regulation in Focus" blog.

Anna is a member of the American Bar Association's Committee on the Federal Regulation of Securities, a member of the subcommittee on Disclosure and Continuous Reporting, viceĀ­chair of the subcommittee on Securities Registration and a member of the task force on the future of securities regulation.

She has participated in the drafting committee for the ABA's comment letters on such topics as securities offering reform, revisions to accelerated filing, smaller public company proposals and various JOBS Act-related matters. Anna also is a member of the ABA Committee on the Regulation of Futures and Derivatives Instruments. Anna is a chair of the Structured Products Association Legal, Regulatory and Compliance Executive Committee. She is a member of the Mortgage Bankers Association 's Mortgage REIT Council and a member of the MBA's Secondary & Capital Markets Committee.


Tim McCormick is a partner practicing corporate and securities law in the firm's Toronto office with an emphasis on domestic and cross-border mergers and acquisitions, going private transactions and debt and equity financings in the capital markets.

Tim's clients include Canadian, U.S. and foreign public, private and multinational companies representing a broad range of industries, investment and merchant banks, private equity firms, hedge funds and sovereign funds. Tim is frequently involved in transactions having international aspects and has extensive experience in a variety of commercial and corporate finance matters, including initial public offerings, alternative go-public transactions, restructurings, reorganizations, joint ventures, and debt and equity financings. Additionally, Tim has assisted in setting up Canadian operations of multi-national corporations, as well as the incorporation and shareholders' agreement in connection with domestic start-ups.

Tim is listed and recognized in the following publications:

  • Lexpert, 2015 Rising Stars - Honouring Canada's Leading Lawyers Under 40 - award winner
  • Lexpert 2016 Guide to the Leading US/Canada Cross-Border Corporate Lawyers in Canada
  • The Canadian Legal Lexpert Directory 2017 as a "Repeatedly Recommended" lawyer in the areas of Corporate Finance & Securities, Corporate Mid-Market

Professional Activities

Tim is a member of the Law Society of Upper Canada and the Canadian Bar Association. He has spoken and written on various topics relating to corporate and securities law.

Education

University of Windsor (J.D. 2005).

Bar Admission

Ontario, 2006

Practice Areas

  • Corporate Finance & Securities
  • Mergers & Acquisitions
  • Private Equity & Venture Capital
  • Project Finance
  • Public - Private Partnerships / Infrastructure
  • REITs