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Whitney J. Smith

Fax +1.212.536.3901

Whitney Smith represents clients in mergers and acquisitions, joint ventures, debt and equity investments, and other business transactions. He advises Fortune 500 companies as well as middle-market and emerging growth companies in a broad range of industries, including healthcare, technology, financial services, media and logistics, with a particular focus on the pharmaceuticals industry.

In addition to corporate transactions, Mr. Smith advises public companies and their Boards of Directors in connection with compliance with SEC reporting and corporate governance matters and activist investor situations. Mr. Smith’s transactions are often cross-boarder in nature, including a number of acquisitions in India, and are middle-market focused with transaction values in the $30 million to $1 billion range.

Mr. Smith regularly advises clients in the following areas:

  • Stock and asset acquisitions and dispositions, mergers and other similar transactions for both public and private companies;
  • Negotiated joint ventures and strategic alliances;
  • Corporate recapitalizations, reorganizations and restructurings; and
  • General corporate and commercial matters, including license agreements, development agreements, and supply agreements.
  • Numerous acquisitions for a generic pharmaceutical company, including three in India and one in the UK.
  • Regular representation of a generic pharmaceutical company in connection with pharmaceutical product acquisitions, development agreements, manufacturing and supply agreements, and license agreements.
  • Advised NYSE-listed company in connection with its acquisition of a global sulfuric acid technology company.
  • Advised a London-based financial services company in connection with its acquisition of a publicly traded U.S. broker-dealer.
  • Advised a global risk advisor, insurance and reinsurance broker in connection with the divestiture of multiple offices.
  • Advised a growing contract manufacturing services company in accepting an investment from a strategic investor for the purpose of building an R&D facility in India.
  • Advised a publicly traded company and its Board of Directors in connection with an unsolicited proposal to merge the company and subsequently in connection with negotiations with an activist hedge fund that had acquired a 10% stake in the company.
  • Advised two private equity fund shareholders in the sale of a portfolio company engaged in order-to-cash cycle outsourcing and enterprise receivables management to an outsourcing spin-off of GE.
  • Advised venture capital firm in connection with numerous investments in early-stage technology companies and subsequent portfolio company financings.
  • Advice to hedge funds in evaluating a number of activist investments.
  • Advised a publicly traded manufacturer of power conversion products and embedded computing solutions in connection with a 144A convertible debt offering.
  • Represented a mortgage investment and servicing firm in connection with a numerous senior subordinated debt offerings and Trust Preferred Securities offerings.
  • Advised NYSE-listed company in connection with a significant restatement of past financial statements and related SEC and NYSE inquiries.