David Johansen's practice focuses on securities offerings, SEC filings, public mergers and corporate governance.
He regularly works as part of large, international teams to leverage the Firm's broad, cross-border experience. His multinational clients' operations and interests span the United States, Europe and Asia, and his work is often complex, — sometimes pioneering in nature.
Clients who benefit from David's knowledge and experience include US and non-US issuers and underwriters. He has developed long-term relationships with a number of these clients — including Ahold, which he has advised for more than 17 years. Recent representative clients include Dynegy, Qatar Holding, Qatar Investment Authority, Hess Corporation, Newmont Mining, Sequential Brands, AIXTRON, Roust Corporation, Aviation Capital Group, Deutsche Bank and ISI Group.
A noted capital markets lawyer, David provides counsel on US and international securities offerings, including registered public offerings, US offerings under Rule 144A, private placements and offerings outside the United States under Regulation S. He also assists issuers in the filing of shelf registration statements.
In other securities law work, David advises public companies with respect to their ongoing disclosure obligations under the US federal securities laws and compliance with the rules of the New York Stock Exchange and Nasdaq. He also regularly works with issuers on corporate governance issues.
In addition, David has a strong track record working on restructurings and business acquisitions, including cross-border public tender offers, exchange offers and mergers. He assists with liability management transactions, including debt tenders, consent solicitations and open market purchases.
Recognized within the industry as an authority on capital markets matters, David's opinion is frequently sought by the media regarding companies' issues with the US Securities and Exchange Commission SEC.
David represented Dynegy Inc., a leading independent power producer, in the company's US$697 million public offering of 22,500,000 shares of its common stock. The proceeds from the offering are expected to finance a portion of the purchase prices for acquisitions.
David represented Hess Corporation, a leading global independent energy company engaged in exploration and production, in an SEC-registered public offering of US$300 million principal amount of notes.
David represented Aviation Capital Group Corp. (ACG) with regard to the sale of US$600 million in senior unsecured notes. The notes were sold in the 144A market. ACG is a leading operating lessor of commercial jet aircraft to airlines worldwide.
David supported a team of lawyers from the United States, Europe and China that advised the co-ordinating committee of secured lenders of TORM A/S in connection with the Company's restructuring. TORM, headquartered in Copenhagen, is an overseas shipping company. TORM benefited from the very best of the Firm's top tier restructuring and finance deal experience and multi-jurisdictional capabilities.
David represented Standard Chartered Bank (Hong Kong) Limited and United Overseas Bank Limited in a pioneering US$70 million acquisition financing, that enabled Halogen Limited to acquire all outstanding ordinary shares of ChemSpec International, L.L.C., a China-based contract manufacturer of highly-engineered specialty chemicals. The acquisition of shares enabled ChemSpec to be taken private, and for its American Depository Shares to be no longer listed on the New York Stock Exchange. The deal was one of the first such deals to close, among a wave of management buyouts of US-listed Chinese companies.