 MARTIN S. COOPER
Of Counsel / New York
Mr. Cooper's practice focuses on securities, financings, mergers and acquisitions and corporate representation. He has experience with a wide variety of transactions, including venture capital investments, securities offerings, corporate financings and corporate acquisitions and divestitures. His practice includes representation of investors and issuers in connection with venture capital transactions, shareholder and other equity holder agreements, private placements and public offerings of equity and debt securities, and secured and unsecured loan transactions. He also has experience advising not-for-profit entities in connection with governance, financial and other corporate issues.
REPRESENTATIVE MATTERS
• Counsel to several New York-based private equity and hedge fund managers with respect to the organization and initial placement of interests in their funds. Transactions included the preparation of organizational documents, placement memoranda and subscription documentation and advice concerning regulatory matters.
• Counsel to several New York-based venture capital funds in multiple rounds of financing for start-up and development stage companies in various industries and locations. The transactions included the negotiation and documentation of initial term sheets, share purchase agreements, organizational documents, including rights and preferences of various classes of stock, and registration rights and shareholders agreements.
• Counsel to a publicly-held company with respect to ongoing securities law compliance, including periodic Securities Exchange Act filings and Sarbanes-Oxley compliance.
• Counsel to executives in connection with ongoing employment and equity arrangements in an acquiring company.
• Counsel to bank client in connection with factoring business, including negotiation and preparation of contracts for the conduct and disposition of the business.
• Counsel to publicly held company with respect to its issuance of high-yield debt, including negotiation with placement agent and its counsel, preparation of offering materials, and registration with and response to comments of the Securities and Exchange Commission.
• Local New York counsel to borrowers in out-of-state real estate and mezzanine loan transactions with respect to the application of New York law and the rendering of opinions in connection therewith.
BAR ADMISSIONS
1970, New York
1968, New Jersey
MEMBER
American Bar Association
Association of the Bar the City of New York |
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