Rick A. Werner serves as the co-chair of the firm's Capital Markets and Securities Practice Group. Rick represents issuers, investment banks and investors in a wide range of corporate transactions that includes securities offerings, venture capital financings and other forms of private equity investment, mergers and acquisitions, joint ventures, recapitalizations and spin-outs. Rick also advises clients on general corporate, securities compliance and reporting matters.
Rick's experience with public and private securities offerings includes initial and secondary offerings of equity and convertible securities, Rule 144A offerings, rights offerings and shelf registrations. He represents buyers and sellers in mergers, tender offers and asset and stock transactions. Rick also works on alternative financing transactions such as reverse-mergers, registered direct offerings and private investments in public equity (PIPEs). He has substantial experience with investment funds, and regularly advises hedge funds, venture capital funds, industry sector funds and arbitrage funds on matters ranging from fund formation, organizational structuring, and regulatory compliance to individual transaction representation, restructurings and asset management.
Rick is also a member of the board of directors of Haynes and Boone.
Professional and Community Activities
- American Bar Association
- The Association of the Bar of the City of New York
- Represented Pioneer Power Solutions, Inc. in the sale of its liquid filled and dry type transformer businesses to Mill Point Capital for $65.5 million.
- Represented Pulmatrix, Inc. in a reverse merger, concurrent Nasdaq listing and $27 million financing.
- Represented Alliqua BioMedical, Inc. in the sale of its advanced biologic wound care business and therapeutic ultrasound platform products to Celularity, Inc. for $29.0 million.
- Represented VBI Vaccines Inc. in multiple financings for gross proceeds in excess of $150 million.
- Represented Lapolla Industries, Inc. in its sale to Icynene U.S. Holding Corp.in a transaction valued at $160 million.
- Represented PhaseRx, Inc. in its initial public offering and Nasdaq listing.
- Represented Kitov Pharmaceuticals Ltd. in its $13 million initial public offering and Nasdaq listing, as well as a $12 million follow-on public offering.
- Represented SuperCom Ltd. In a $29 million follow-on public offering.
- Represented RedHill Biopharma Ltd in multiple financings for gross proceeds of approximately $130 million.
- Represented Alliqua BioMedical, Inc. in its acquisition of Celleration, Inc. for $30.4 million, and also in multiple financings for gross proceeds of approximately $60 million
- Represented NanoVibronix Inc. in a $6 million underwritten offering and concurrent Nasdaq listing
- Represented InspireMD, Inc. in multiple financings for gross proceeds in excess of $100 million
- "The Offer: What Small-Cap Issuers Need to Know," co-author, Corporate Counsel, August 15, 2014
- "Alternatives to Listing on National Securities Exchanges," speaker, ABA 2012 Annual Meeting, August 2-7, 2012
- "Dual Listings for TASE-listed Firms," speaker, Alternative Finance Conference Israel, DealFlow Media, December 12-13, 2011
- "Stock Lending, Equity Lines, Debt Investments and Peripheral Deal Structures for Investors," speaker, The PIPEs Conference 2011, DealFlow Media, November 1-2, 2011
B.A., Dartmouth College, 1997
J.D., University of California Los Angeles School of Law, 2000
Johnathan Duncan has joined Haynes and Boone, LLP as a partner in the firm’s Capital Markets and Securities Practice Group. He will be based in New York. A corporate generalist with a focus on securities work, Johnathan advises clients on capital markets transactions, mergers and acquisitions, securities law compliance and corporate governance matters. He has served as outside securities counsel [...]