Scott Levi

Associate, New York

Biography

Overview

Scott Levi is an associate in White & Case's Capital Markets Practice in New York and a member of the Firm's Public Company Advisory Group. Scott focuses on ongoing compliance obligations under U.S. securities laws and corporate governance matters, as well as public and private securities transactions.

Scott counsels clients on all aspects of their compliance with the U.S. securities laws and the rules of the major U.S. exchanges, including the preparation of periodic and current reports, proxy statements, registration statements on Form S-8, and insider reports and related liability issues under Sections 13 and 16 of the U.S. Securities Exchange Act of 1934. He assists public companies in connection with best corporate governance practices, disclosure questions, board and committee independence, and shareholder activism. Scott also regularly represents issuers and banks in a range of equity and debt transactions, including registered offerings, Rule 144A and Regulation S offerings and liability management transactions.

Bars and Courts
New York State Bar
New Jersey State Bar
Education
Certificate in Management
The Wharton School, University of Pennsylvania
JD
University of Pennsylvania
BA
Columbia College of Columbia University
Languages
English
Spanish
French
Portuguese

Experience

Represented the underwriters, led by Jefferies LLC, Citigroup Global Markets Inc. and RBC Capital Markets, LLC in the $98 million follow-on offering by Noodles & Company, a fast casual restaurant chain, and certain selling stockholders.

Represented ReWalk Robotics Ltd., a manufacturer of wearable robotic exoskeletons for individuals with lower limb disabilities, in various public offerings of ordinary shares, including a $25 million at-the-market offering program, two $12 million offerings of units consisting of warrants and ordinary shares (and in one of the offerings, pre-funded units consisting of pre-funded warrants and ordinary shares), and an $8 million follow-on offering of ordinary shares conducted on Form S-1 due to "baby shelf" considerations, in a $20 million Section 4(a)(2)/Regulation S private placement to a Chinese investor in connection with entry into a joint venture with the investor, and in an exchange offer on Schedule TO of approximately one million underwater stock options for restricted share units.

Represented the underwriters, led by Credit Suisse Securities (USA) LLC, Jefferies LLC and Stephens Inc., in the $107 million initial public offering and listing on the New York Stock Exchange of CURO Group Holdings Corp., a consumer finance company, and in the $132 million follow-on public offering by selling stockholders.

Represented Seaspan Corporation, the world's largest independent containership owner operator, in an exchange offer on Form F-4 of $250 million in unregistered senior secured notes for $250 million in SEC-registered senior secured notes and the listing of the registered notes on the New York Stock Exchange, in the filing of a combined universal/secondary shelf registration statement on Form F-3, and in various other capital-raising equity and debt transactions.

Represented Goldman Sachs & Co. LLC and Credit Suisse Securities (USA) LLC as initial purchasers in the $425 million Rule 144A/Regulation S offering of senior secured notes of GeoPark Limited, an oil and natural gas exploration and production company with operations in Latin America, and as dealer-managers in a related tender offer by its wholly-owned subsidiary of $300 million in senior secured notes. 

Represented Ciner Enterprises, a Turkish natural soda ash producer, as borrower in a $200 million credit facility provided by Turkish bank Isbank, in connection with the borrower's acquisition of New York Stock Exchange-listed Ciner Resources LP (formerly OCI Resources LP).

Represented Credit Suisse Securities (USA) LLC and Jefferies LLC as initial purchasers in a $690 million initial and $135 million tack-on Rule 144A/Regulation S offering of senior secured notes of CURO Group Holdings Corp. and its subsidiary CURO Financial Technologies Corp. and Credit Suisse Securities (USA) LLC as solicitation agent in a related consent solicitation permitting the payment of a dividend to stockholders.

Represented Roivant Sciences Ltd., which forms and supports various publicly-traded and private companies engaged in drug development and commercialization, as purchaser in a $116 million Section 4(a)(2) private placement of preferred shares in Arbutus Biopharma Corporation and related joint venture, a $23 million Section 4(a)(2) private placement of common shares in Myovant Sciences Ltd. and a $25 million Section 4(a)(2) private placement of common shares in Axovant Sciences Ltd.

Represented J.P. Morgan Securities LLC, Goldman, Sachs & Co., DNB Markets, Inc., RBC Capital Markets, LLC, RBS Securities Inc. and HSBC Securities (USA) Inc. as initial purchasers in a $425 million Rule 144A/Regulation S offering of senior subordinated notes of Alere, Inc., an international provider of diagnostic testing.

Represented Deutsche Bank AG New York Branch in various amendments to a $2.25 billion senior secured credit facility and a $210 million revolving line of credit to TransUnion, a global risk and information solutions provider to businesses and consumers.

Awards and Recognition

Littleton Fellow, University of Pennsylvania Law School (taught legal writing to cohort of first-year law students)

Senior Editor, University of Pennsylvania Journal of International Law