Representative Matters
Representative Deals
Representative Litigation
Olshan acted as counsel to Star Equity Holdings, Inc. in connection with a $14,250,000 registered underwritten public offering of common stock and warrants. Star Equity intends to use the net proceeds from this offering to pursue organic growth initiatives and fund potential acquisitions, and for working capital and other general corporate purposes. Star Equity is a diversified multi-industry holding company that currently operates primarily in the healthcare and construction business sectors. Maxim Group LLC served as the sole book-running manager for the offering.
Olshan acted as counsel to Ault Disruptive Technologies Corporation in its $115 million initial public offering of units (consisting of common stock and warrants), which are now trading on the NYSE American exchange. Ault Disruptive Technologies is a blank-check special purpose acquisition company (SPAC) formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses with a focus on emerging technologies. A.G.P./Alliance Global Partners served as sole book-running manager and Brookline Capital Markets served as co-manager for the offering.
Represented PLx Pharma Inc., a late-stage specialty pharmaceutical company, in its underwritten registered public offering of shares of common stock, worth approximately $71 million, on the Nasdaq Capital Market. PLx Pharma plans to use the net proceeds from the offering for general corporate purposes, including potential additions to working capital and capital expenditures, which also includes launching its new and recently FDA approved drug Vazalore, the first-ever liquid-filled aspirin capsule.
Repesented GlobalSCAPE, Inc. in its acquisition through a public tender offer by Help/Systems, LLC in 2020, representing aggregate consideration over $200 million (including repayment of indebtedness).
On February 3, 2022, Olshan, on behalf of clients Bond Dealers of America and Brean Capital, LLC, has petitioned the SEC for review of its January 20, 2022 order (the “Order”) approving the amendments to FINRA Rule 4210 (the “Margin Rule”) that modify prior amendments approved in 2016 (the “2016 Rule”). Absent this challenge, the 2016 Rule, inclusive of the amendments, will become effective in nine to ten months.
Olshan’s litigation group prevailed before the Second Circuit in a significant case involving the application of Section 16’s short swing profit rule to hedge funds. The District Court ruled that the hedge fund was liable under Section 16 for $5 million in short swing profits on the theory that its delegation of investment authority over its portfolio to its registered investment advisor was ineffective.
Olshan's litigation group obtained a complete victory at trial on behalf of a long standing real estate client. The plaintiffs had invested with the client in a project that went into foreclosure after the makets crashed in 2008. The plaintiffs alleged a series of oral side deals, and also claimed that due to their lack of sophistication, the client owed them a fiduciary duty. They sought over $9 million after a three day bench trial, the court found for defendant, ruling that the plaintiffs' testimony was not credible.
Successfully convinced the First Department that the City of New York Human Resources Administration (HRA) has no authority to recoup funds provided to client People Care, Inc. by the New York State Department of Health pursuant to the Health Care Reform Act. T