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How to Prepare an Initial Public Offering 2021


Speaker(s): Amanda Rose, Eileen J. Shin, Julia Lapitskaya, Katherine V. Coverdale, Lee Stettner, Ravi Rao, Robert A. Freedman, Sophia Hudson
Recorded on: Apr. 27, 2021
PLI Program #: 307115

Amanda Rose advises life sciences and technology companies with respect to corporate finance, SEC reporting and governance matters. Amanda has represented issuers and underwriters in a wide variety of public and private financing transactions, including initial public offerings, follow-on and secondary offerings, at-the-market offerings, PIPEs and preferred stock and debt financings. She also advises late-stage private companies with respect to general corporate governance and liquidity preparation and public companies on corporate and securities law compliance and disclosure matters, including corporate governance best practices, Exchange Act reporting obligations and stock exchange requirements. Chambers USA ranks Amanda as a top capital markets lawyer, with clients saying, "Amanda stands out as an exceptional young attorney with great judgment, poise, 24/7 availability and extreme attention to detail."

Prior to joining Fenwick & West, Amanda was an associate in the Corporate Group at Dorsey & Whitney LLP.

Amanda received her J.D., magna cum laude, from the Seattle University School of Law in 2009, where she was Associate Editor for the Seattle University Law Review. She earned her B.A., cum laude, in Political Science and Communication from the University of Washington in 2006.

Amanda is a member of the State Bar of Washington.


Eileen Shin is a Managing Director and Associate General Counsel in the Corporate & investment bank of JPMorgan Chase & Co., where she provides legal and regulatory advice for equity, high yield debt and Latin America capital markets origination businesses as well as the global research department.  She has served as a faculty member in previous Practicing Law Institute seminars on the topic of initial public offerings.  She has been named in the Corporate Counsel 100 most influential in-house lawyers in business for Latin America.  She and her legal colleagues have been recognized as the Equity In-House Legal Team of the Year by the International Financial Law Review in many years running and have most recently earned recognition as the Debt In-House Legal Team of the Year by the International Financial Law Review.  She has also participated in panel discussions relating to capital markets topics at National Asian Pacific American Bar Association conferences.  Previously, she was a lawyer in the securities practice group at Simpson Thacher & Bartlett LLP.  She is a graduate of Columbia Law School, where she was a Harlan Fiske Stone Scholar and an editor of the Human Rights Law Review.  She holds a Master of Music degree in piano performance from the Eastman School of Music and a B.A. degree with honors in modern thought & literature from Stanford University.  She was also a Rotary Foundation scholar for the study of piano performance in France.  She and her husband have two children along with a puppy added to the family during the pandemic and live in the Upper West side of New York City.

 


Julia Lapitskaya is of counsel in the New York office of Gibson, Dunn & Crutcher.  She is a member of the Gibson Dunn Securities Regulation and Corporate Governance Practice Group.  Ms. Lapitskaya’s practice focuses on SEC and Securities Exchange Act of 1934 compliance, securities and corporate governance disclosure issues, corporate governance best practices, state corporate laws, the Dodd-Frank Act of 2010, SEC regulations and executive compensation disclosure issues.

Prior to joining Gibson, Dunn & Crutcher, Ms. Lapitskaya was an associate in the New York office of Davis Polk & Wardwell, LLP, where she advised clients on executive compensation, equity-based incentives, deferred compensation, severance plans and other compensatory arrangements, with particular emphasis on disclosure issues and issues arising in initial public offerings and mergers and acquisitions transactions.

Ms. Lapitskaya is a member of the Society for Corporate Governance.  Most recently, she contributed to a chapter in the “Executive Compensation Disclosure Handbook: A Practical Guide to the SEC’s Executive Compensation Disclosure Rules” as well as in the treatise “A Practical Guide to SEC Proxy and Compensation Rules.”

Ms. Lapitskaya earned her Juris Doctor in 2010 from the New York University School of Law, where she served as Developments Editor of the Journal of International Law and Politics. Prior to attending law school, Ms. Lapitskaya graduated summa cum laude from Fordham University with Bachelor of Arts degrees in Economics and Political Science and was elected to Phi Beta Kappa.

Ms. Lapitskaya is admitted to practice in the State of New York.


Ravi is a Partner in PwC’s Deals practice focusing on Capital Markets & Accounting Advisory (CMAAS). He has 25 years of experience in the US and internationally, advising clients with respect to transformational capital markets transactions including IPOs, spin-offs, mergers and acquisitions, debt offerings and divestitures.  The assistance includes advice on complex US GAAP, IFRS and SEC reporting matters. He serves some of our largest US based private equity clients with their acquisitions and dispositions/IPOs of US and European portfolio companies.

Ravi also spent 3 years in PwC’s National Office as part of PwC’s SEC Services practice. While at National, Ravi consulted with clients on a wide array of capital markets transactions, complex accounting and SEC matters and he also assisted clients with their pre-clearance of various issues with the US Securities and Exchange Commission.

Ravi is a frequent speaker on SEC reporting and accounting matters and has presented a number of webcasts on IPOs, Corporate Divestitures/Carve-outs, and Mergers and Acquisitions.  He is an author and contributor on thought leadership related to divestitures and business combinations and has appeared in PwC’s CFOdirect network videos on various SEC reporting related topics.   He has worked for PricewaterhouseCoopers in Amsterdam, Netherlands and London, United Kingdom.

Areas of focus include: IPOs, spin-offs, 144a debt offerings, carve-outs, mergers and acquisitions/business combinations, IFRS/US GAAP conversions, SEC reporting and project management advice associated with all of the above.


Robert (Rob) Freedman is co-chair of the Securities & Corporate Finance group and provides corporate and securities law services to late stage and public technology and life sciences companies. He leads initial public offerings and follow-on offerings of equity and debt, and focuses on advising boards and management on corporate and securities law compliance and disclosure matters. Rob has represented issuers and underwriters in securities offerings by public companies for over 20 years. Rob also concentrates on mergers and acquisitions and private financings for public companies.

Rob has been recommended by The Legal 500 for his individual practice and role as co-chair of Fenwick & West’s corporate and securities practice, which was recognized as a team of “highly knowledgeable and flexible technology sector specialists.”

Representative Initial Public Offering Experience:

  • Aeglea BioTherapeutics
  • AnaptysBio
  • Audentes Therapeutics
  • Castlight Health
  • Corium International
  • Cowen and Company
  • Dermira
  • DexCom
  • Loxo Oncology
  • Piper Jaffray & Co.
  • ServiceNow
  • Shutterfly
  • Sierra Onocology
  • Silver Spring Networks
  • Sutro Biopharma
  • Upwork

Representative M&A and Tender Offer Experience:

  • OncoGenex Pharmaceuticals’ merger with Achieve Life Science
  • Castlight Health’s acquisition of Jiff
  • Corium’s acquisition by Gurnet Point Capital
  • KalVista Pharmaceuticals’ acquisition of Carbylan Therapeutics
  • DexCom’s acquisition of SweetSpot Diabetes Care
  • Zappos.com’s acquisition by Amazon.com
  • Alpha Innotech’s acquisition by Cell Biosciences
  • Data Domain’s acquisition by EMC
  • Cisco Systems’ acquisition of WebEx Communications
  • Macromedia’s merger with Adobe

Rob is a member of the State Bars of California, Idaho and Washington. He received his A.B. degree in biochemistry and history in 1987 from Bowdoin College where he graduated summa cum laude and Phi Beta Kappa. He received his J.D. degree, with distinction, in 1993 from Stanford University.

Rob is the co-chair for the Practising Law Institute’s “How to Prepare an Initial Public Offering” program. Prior to law school, Rob was a banker for Manufacturers Hanover Trust in New York.


Sophia Hudson is a capital markets partner in the New York office of Kirkland & Ellis LLP. Sophia advises issuers and underwriters on capital markets transactions, including initial public offerings and follow-on equity offerings, public and private high-yield, investment-grade and convertible debt offerings and private placements of equity and convertible securities for early stage companies. She also counsels her corporate clients, including management teams and boards of directors, on governance, corporate and securities law matters.

Her experience ranges across a variety of industries, including consumer goods, financials, industrials, life sciences, mining, retail, specialty pharmaceuticals and technology. She has represented all the major U.S. investment banks.

Sophia has been recognized as a leading capital markets attorney by major legal publications, including named a “Rising Star” by New York Law Journal in 2017 and by Law360 for Life Sciences in 2016.

Sophia was a member of the Partnership for New York City 2016-2017 class of David Rockefeller Fellows. She has served as the co-chair of Practising Law Institute’s “How to Prepare an Initial Public Offering” since 2015. Sophia received her J.D. from the University of Michigan Law School and her A.B. from Princeton University.


Katherine (Kate) Coverdale is a partner in the Executive Compensation Group in the Boston office of Kirkland & Ellis LLP. Kate’s practice focuses on executive compensation and employee benefits matters in connection with mergers, acquisitions, joint ventures, restructuring plans, and other business transactions.

Kate earned her B.A., with Distinction, from Stanford University and her J.D. and Tax LL.M. from New York University School of Law.


Lee serves as Co-Head of Capital Markets for ICR Capital. Lee advises corporate management teams and financial sponsors across all industry verticals on the full spectrum of public and private equity transactions, including IPOs, SPACs, follow-on offerings, block trades and convertible offerings. Lee also advises on mergers and acquisitions transaction processes.

Lee joined ICR Capital from Solebury Capital, where he was a Managing Director advising US and international issuers on multiple equity transactions. Previously, Lee was a Managing Director in Equity Capital Markets (ECM) at J.P. Morgan, where he ran several industry verticals and served on the firm’s equity commitment committee. Over the course of his career, Lee had senior positions at Deutsche Bank, where he was the Head of ECM and Head of Healthcare Investment Banking and Credit Suisse, where he was responsible for business services and healthcare ECM. Lee started his career at Dean Witter and Morgan Stanley.

Lee received his MBA from the Wharton School at the University of Pennsylvania and his undergraduate degree from Hamilton College.