Jeffrey S. Spindler

Jeffrey S. Spindler represents issuers, investors and investment banks in a broad range of financing matters.

An experienced corporate attorney, Jeff is highly skilled in the areas of public offerings and private placements, mergers and acquisitions, and proxy contests, and counsels corporate clients on a regular basis with respect to corporate and securities matters. His experience includes representation of public and rapidly growing companies, and he also represents banks as trustee's counsel in various types of securities offerings.

Professional & Community Affiliations

New York State Bar Association

American Bar Association

• Represented GameStop Corp., an American video game, consumer electronics, and gaming merchandise retailer, with respect to their corporate and SEC compliance matters.
• Represented client Vajra Funds in its Series A Preferred Stock investment in Trayt Health Inc., an AI-powered data analytics and clinical decision support platform with the goal of improving outcomes and quality of life for patients with neuropsychiatric conditions.
• Represented hedge fund client Diem Investments in the closing of a $10 million preferred stock investment in Maisonette, an online quality products provider for children founded in 2017 with the goal of helping modern families navigate the adventure of raising the next generation.
• Represented PowerFleet, Inc., a global leader and provider of subscription-based wireless IoT and M2M solutions for securing, controlling, tracking, and managing high-value enterprise assets, in the closing of a $28.8 million underwritten public offering of 4,427,500 shares of its common stock, including the full exercise of the underwriters’ option to purchase an additional 577,500 shares of its common stock.
• Represented PowerFleet, Inc., a global leader and provider of subscription-based wireless IoT and M2M solutions for securing, controlling, tracking, and managing high-value enterprise assets, in a $25 million at-the-market offering with Canaccord Genuity LLC acting as sales agent.
• Represented I.D. Systems in its $140 million cash and stock acquisition of Pointer Telocation Ltd., an Israeli public company, and reorganization pursuant to which I.D. Systems and Pointer became wholly-owned subsidiaries of PowerFleet, Inc., a new public holding company dual-listed on the Nasdaq Global Market and the Tel Aviv Stock Exchange.
• Represented PowerFleet, Inc., a Nasdaq-listed company, in a $55 million convertible note and preferred stock financing with affiliates of Abry Partners II.
• Represented Ruth’s Hospitality Group, Inc. in its acquisition of six restaurants in Hawaii from longtime franchise partner, Desert Island Restaurants, for approximately $35 million in cash.  The acquisition has been funded with debt through the Company’s senior credit facility.
• Represented Aerojet Rocketdyne Holdings, Inc., a leading manufacturer of aerospace and defense products, in 300M private offering of convertible senior notes due 2023. The Notes were sold to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended. 
• Represented Aerojet Rocketdyne Holdings, Inc., a leading manufacturer of aerospace and defense products, in a major refinancing that will provide greater financial flexibility to execute its long-term strategic agenda and substantially reduce its interest expense.  The amended and restated credit facility replaces Aerojet’s existing revolving credit facility, in an aggregate principal amount of up to $350 million (with a $100.0 million subfacility for standby letters of credit and a $10.0 million subfacility for swingline loans) and provides for a delayed draw term loan facility in an aggregate principal amount of up to $400 million.
• Represented Aerojet Rocketdyne Holdings, Inc., a leading manufacturer of aerospace and defense products, in the successful completion of the $550 million acquisition of the Pratt & Whitney Rocketdyne business from United Technologies in part with the proceeds from a $460 million bond offering. The acquisition will nearly double the size of GenCorp and help ensure that it continues to be a leader in the next space age.
• Represented Aerojet Rocketdyne Holdings, Inc., a leading manufacturer of aerospace and defense products, in a $460 million financing consisting of 7.125% Second Priority Senior Secured Notes, which will be used for the acquisition of  United Technologies Corporation’s Pratt & Whitney Rocketdyne business, the largest liquid rocket propulsion designer, developer, and manufacturer in the United States.
• Represented two hedge funds in a $150 million, all-cash, hostile tender offer for the outstanding shares of Fox & Hound Restaurant Group, a publicly traded restaurant chain.
• Represented a hedge fund in a $205 million credit facility, the proceeds of which were used to finance the acquisition of Champps Entertainment, Inc., a publicly traded company.
• Represented Computer Horizons Corp., a publicly traded company, with respect to the sale of all three of its businesses for aggregate consideration of $152 million and a related plan of complete liquidation and dissolution of the company.
• Represent numerous hedge funds in proxy contests and shareholder activism with public companies.
• Represented numerous borrowers in multimillion-dollar credit facilities.
• Represented a large publicly traded company in the kitchenware, tabletop and home decor products business with respect to numerous acquisitions of privately held companies.

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