A Director's Guide to the Final NYSE Corporate Governance Rules
Federal Reserve Pullback Could Threaten REIT Dominance
Jeffrey B. Grill
Mr. Grill is a partner in the law firm's Corporate & Securities practice and is located in the Washington, DC office. Mr. Grill's practice covers several different areas and involves a diverse array of industries, including real estate, financial services, technology, government contracting, life sciences and manufacturing.
He represents publicly and privately held companies in all aspects of their businesses, including public and private equity securities offerings; including initial public offerings (IPOs), public senior and subordinated debt financings and Rule 144A private placements of high-yield debt; mergers and acquisitions; tender offers and exchange offers; restructurings and recapitalizations; joint ventures; general securities compliance; corporate governance matters and general corporate and commercial matters. Mr. Grill has been involved in all phases of these transactions, including initial planning, structuring, negotiation and implementation. In the past 10 years, Mr. Grill has represented issuers in the public and private offering of over $6.0 billion in equity and debt securities.
He is co-leader of the firm's REITs & Real Estate Capital Markets practice, which practice consistently ranks as one of the top U.S. firms for REIT offerings.
Mr. Grill has authored numerous articles and made public presentations, both in the U.S. and abroad, on corporate governance matters. He has also been interviewed on this topic by, among others, The Corporate Legal Times, Corporate Counsel Weekly and InformationWeek.
Mr. Grill also serves as the firm's Executive Partner for Talent Development and works closely with Firm leadership to align the firm's talent management strategies with its strategic business goals. Mr. Grill is a member of the firm's Attorney Development Committee and Partner Hiring & Integration Committee. He has previously served as Chair of the Attorney Development Committee and Local Section Leader for the Corporate & Securities practice in the Washington, DC office. He has been with the firm since 1995.
- Represented the leading provider of information services for the healthcare industry in a $320 million acquisition of a healthcare market insights and analytics firm
- Represented a NYSE-listed triple net lease REIT in the underwritten public offerings of $400 million of common stock and $300 million of senior unsecured notes
- Represented a Washington, DC area community bank in a capital raise of $10.6 million to fund further expansion
- Represented a NYSE-listed diversified company in the construction materials and alternative energy industries in a Rule 144A issuance of $400 million of high-yield senior secured notes, a tender offer to purchase up to $328 million of outstanding high-yield senior secured notes, and repurchases of $13.5 million of outstanding convertible senior secured notes
- Represented a NYSE-listed shopping center REIT in the adoption of an at-the-market common stock offering program
- Advised the world’s largest association of REITs and publicly traded real estate companies on regulation and policies affecting its public non-listed REIT members
- Represented a provider of mission-critical technology-based systems, solutions and services to the U.S. government in its $60 million IPO and initial listing on the Nasdaq Global Market as well as its subsequent sale to a private equity firm for $315 million
- Represented one of the nation's largest and most diversified television broadcasting companies in a complex debt restructuring, consisting of a private Rule 144A offering of $500 million of senior secured second lien notes, a restructuring of approximately $470 million of debt under its existing credit facility, and SEC-registered tender offers to purchase up to $437.5 million of outstanding convertible senior notes
- Represented one of the nation's largest non-profit associations in the negotiation of multi-million dollar service and license agreements with one of the nation’s largest provider of long-term care insurance and the world’s largest discount brokerage
- Represented a leading global human resources software and services provider in the $100 million acquisition of the human resources management division of a NYSE-listed relationship management company
- Represented one of the largest retail banks in the Washington, DC metropolitan area in the negotiation of a naming rights agreement for the University of Maryland football stadium
- Represented the sellers of a leading Internet Application Service Provider (ASP) for the international trade business sector to a TSX-listed global leader in logistics technology for $26 million
- Represented a publicly-traded orthopedic products company in various private investment in public equity (PIPE) offerings of convertible preferred stock, warrants and options
- Ongoing representation of numerous SEC reporting companies in connection with Securities Exchange Act compliance
- Chambers USA, REITs (2007)
American Bar Association, Section of Business Law; Maryland State Bar Association, Business Law Section; National Association of Real Estate Investment Trusts