Mark advises public and private companies and financial sponsors in connection with investments, mergers, acquisitions, divestitures, unsolicited and friendly tender offers, proxy contests, complex joint ventures, public offerings and private placements of securities and restructurings. He regularly represents clients in competitive auctions, both as bidders and sellers. He also regularly advises boards of directors and special committees on corporate governance and fiduciary duties.
Mark has been named by Legal 500 as one of the leading lawyers in the US for mergers and acquisitions, and recognized by IFLR 1000 for mergers and acquisitions and capital markets. Mark has also been designated a "stand-out lawyer" by Acritas Stars.
Representative Legal Matters
Mark has provided counsel to the following:
- Pointsbet Holdings LItd. in its USD 393.6 million media partnership with NBCUniversal Media pursuant to which PointsBet will make media buys across certain of NBCUniversal's digital and linear media platforms and have certain exclusive rights to promote its services through agreed pre-game, post-game and in-game promotional enhancements and integrations in NBCUniversal's broadcasting and digital platforms; and its sale of a 4.9% equity interest to NBCUniversal and options to acquire an additional 22% equity interest.
- Brookfield Infrastructure in the sale of its 99.2% interest in the Colombian regulated utility Empresa de Energía de Boyacá ("EBSA") to Northland Power Inc. for COP 2.665 trillion (USD 790 million).
- Greensill Capital Pty Limited in its acquisition of Omni Technologies Ltd.
- PJT Partners LP, financial advisor to the Special Committee of Credible Labs Inc., in connection with the acquisition by Fox Corporation of 67% of the equity of Credible Labs.
- Teranga Gold in its offering of subscription receipts for the acquisition of a 90% stake in the Massawa project in Senegal from Barrick Gold.
- Grupo SBF S.A. in its USD 180 million offering of shares to institutional investors in Brazil and to US and international investors in a Rule 144A / Regulation S transaction, to be used to finance the acquisition of Nike's Brazilian operations.
- Grupo SBF in its unsolicited offer for all of the outstanding shares of Netshoes.
- The USD 7.7 billion restructuring of Linn Energy and affiliates and the $530 million rights offering backstopped by certain of the Linn Noteholders.*
- The USD 5.75 billion reorganization and sale of ITR Concession Company (the holder of the concession to operate the Indiana Toll Road) to IFM Investors.*
- The USD 1.4 billion restructuring of TORM, the listed Danish product tanker company including the acquisition of vessels owned by affiliates of Oaktree Capital Management.*
- Visa Inc. in its USD 19.7 billion initial public offering with JP Morgan Chase and Goldman Sachs and the global restructuring of the Visa enterprise.*
- Tahoe Resources in the secondary offering of CAD 1 billion of Tahoe common shares held by Goldcorp.*
- Primero Mining in the secondary offering of CAD 225 million of Primero common shares held by Goldcorp.*
- HudBay Minerals in its unsolicited takeover bid for Augusta Resource*
- Teranga Gold in its unsolicited takeover bid for Oromin Exploration.*
- Fountains Senior Living Holdings in the sale of 15 continuing care retirement communities to NorthStar Healthcare Income.*
- Sahara India Pariwar in its joint venture with Kingdom Holding to acquire the Plaza Hotel from El Ad US Holding.*
- KKR's and York Capital's acquisition of 23 chemical tankers and four LPG carriers from Berlian Laju Tanker.*
- Palladian Capital Partners in the sale of National Truck Protection to Kinderhook Industries.*
- Votorantim Cimentos in its exchange of cement plants in Brazil for Lafarge's interest in Portuguese cement company Cimpor.*
- Creditors of AMR Corporation in connection with the USD 11 billion merger with US Airways Group, giving the creditors control of the combined airline.*
*Denotes prior to joining the Firm.
Professional Associations and Memberships
Mark has served on the following boards and committees:
- Ontario Securities Commission - Securities Advisory Committee
- Canadian Society of New York - Board
- Canadian Association of New York - Board
- AJC Westchester / Fairfield - Board
- Mount Sinai Hospital, Department of Medicine - Advisory Board
- New York~United States
- Ontario~Canada (practice outside Ontario)
- University of Chicago (LL.M.)
- University of Toronto (LL.B.)
- University of Toronto (B.A.)
- Mark has been a guest lecturer at the University of Pennsylvania Law School for the course Structuring Private Equity and Venture Capital Transactions.
- Mark is a co-author of The IPO and Public Company Primer: A Practical Guide to Going Public, Raising Capital and Life as a Public Company (RR Donnelley).
Other publications authored include:
- BA publishes further guidance on the effect of changes of ownership on PPP loans
- When Should a Board Form a Special Committee to Run the Sale of a Controlled Public Company? – published in Boardroom Briefing: Mergers & Acquisitions.
- Sellers Avoid a Tax Bite with Sponsored Spinoffs – published in Mergers & Acquisitions.
- Wielding a Club "Proliferating Club Deals Pose Special Challenges to Counsel" – published in the New York Law Journal.