Johnathan C. Duncan
Partner
Johnathan represents public and private companies in a wide range of matters, including capital markets transactions, mergers and acquisitions, securities law compliance, corporate governance practices, and U.S. Securities and Exchange Commission reporting and disclosure requirements.
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Johnathan has a broad range of experience assisting clients with mergers and acquisitions, initial public offerings, follow-on offerings, corporate governance issues, and the preparation of 1933 and 1934 Act filings.
Johnathan is part of ArentFox Schiff’s China Practice and his representative clients span a wide range of industries and sectors.
Client Work
- Representing issuers in equity and debt capital markets transactions, including initial public offerings, follow-on and secondary offerings, bond offerings, registered direct offerings, at-the-market (ATM) programs, confidentially marketed public offerings (CMPOs), and private investments in public equity (PIPE) transactions. Completing numerous “overnight” registered offerings as well as CMPOs.
- Serving as outside securities counsel to several publicly traded companies, including companies listed on the Nasdaq and the NYSE, advising on ongoing compliance with the Securities Act of 1933, the Securities Exchange Act of 1934, and related SEC rules and regulations.
- Counseling boards of directors and management teams on SEC reporting and disclosure obligations, annual meeting and proxy-related matters, stock exchange listing requirements and continued listing compliance, insider trading policies and Section 16 reporting, and corporate governance best practices.
- Counseling public companies on mergers and acquisitions, including cross-border transactions. Advising boards of directors, special committees, and senior management teams on the transactional, strategic, and regulatory considerations arising in complex transactions.
- Advising companies on financing transactions, including secured credit facilities, convertible note offerings, and other debt and equity financings, structuring capital-raising transactions tailored to clients’ business objectives and market conditions.
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Education
State University of New York Buffalo Law School, JD, Buffalo Law Review, Electronic Systems Editor, Buffalo Public Interest Law, Program Fellow, 2002University at Buffalo School of Management, MBA, 2002Adelphi University, BA, 1998