“The stakes are high in career-defining transactions, so each complex aspect of the deal must be thoughtfully orchestrated and executed to the best possible outcomes.”
Adam Fogoros advises and counsels clients in a variety of complex transactional matters, including mergers & acquisitions, early and late-stage private financings, corporate reorganizations, and divestitures of businesses for both sellers and purchasers.
He regularly advises in-house counsel, management, boards of directors and board committees in connection with public securities offerings, corporate governance matters, compliance with U.S. federal securities laws, requirements of the major U.S. stock exchanges, ESG, executive compensation and other general corporate law matters.
Adam counsels start-up companies in connection with formation issues, including choice of entity, stock option plans, employment agreements and angel and seed-round financing.
SIGNIFICANT REPRESENTATIONS
MERGERS AND ACQUISITIONS
- Counsel to public E&P company’s acquisition of oil and gas properties in the Permian Basin’s Central Basin Platform in a cash-and-stock acquisition valued at over $465 million.
- Counsel to public E&P company’s acquisition of oil and gas properties in the Permian Basin in a cash-and-stock acquisition valued at over $625 million.
- Counsel to public E&P company’s acquisition of oil and gas properties in the Permian Basin in a cash-and-stock acquisition valued at over $860 million.
- Counsel to public E&P company’s acquisition of oil and gas properties in the Permian Basin in a cash-and-stock acquisition valued at over $600 million.
- Counsel to public E&P company’s acquisition of oil and gas properties in the Midland Basin in a cash-and-stock acquisition valued at over $73 million.
- Counsel to public E&P company’s acquisition of oil and gas properties in the Midland Basin in a cash-and-stock acquisition valued at over $126 million.
- Counsel to public E&P company’s acquisition of oil and gas properties in the Midland Basin in a cash-and-stock acquisition valued at over $182 million.
- Counsel to developers in the sale of their software to an national software company.
- Counsel to a national trading software and brokerage service in a growth investment of $92 million by a private investment firm.
- Acquiror’s counsel to an $810 million public oil and gas E&P company merger.
- Counsel to shareholders in the sale of its golf related application.
- Acquiror’s counsel to a $109 million public oil and gas E&P company merger.
- Acquiror’s counsel to a $90 million public oil and gas E&P company merger.
- Acquiror’s counsel to a $370 million public oil and gas E&P company SEC registered stock merger.
- Completion of a $268 million oil and gas company SEC registered stock merger.
- Completion of $1 billion SEC public reporting energy company merger with SEC registered stock and cash.
- Completion of sale of retail distribution company.
- Completion of combination of two public oil and gas companies.
PUBLIC OFFERINGS OF SECURITIES AND PRIVATE PLACEMENTS
- Institutional investor’s counsel on more than $1 billion of interests in over 150 private equity and hedge funds.
- Issuer’s counsel for $100 million note offering under Rule 144A – national hotel, gaming and entertainment company.
- Issuer’s counsel for $56 million secondary public offering – energy company.
- Issuer’s counsel for $327 million secondary public offering – energy company.
- Issuer’s counsel for $62 million secondary public offering – energy company.
- Issuer’s counsel for $260 PIPE transaction of convertible preferred stock – energy company.
- Issuer’s counsel for $277 million secondary public offering – energy company.
- Issuer’s counsel for $500 million note offering under Rule 144A – national hotel, gaming and entertainment company.
- Issuer’s counsel for $27 million secondary public offering – energy company.
- Issuer’s counsel for $59 million secondary public offering – energy company.
- Issuer’s counsel for $97 million secondary public offering – energy company.
- Issuer’s counsel for $39 million underwritten public offering – energy company.
- Issuer’s counsel for $11 million underwritten public at-the-market offering – energy company.
- Issuer’s counsel for $54 million secondary public offering – energy company.
- Issuer’s counsel for $5.5 million secondary public offering – oil services company.
- Issuer’s counsel for $10.5 million underwritten preferred stock offering – energy company.
- Issuer’s counsel for $20 million underwritten public offering – nutritional supplement company.
- Issuer’s counsel for $154 million underwritten public offering – energy company.
- Purchaser’s counsel relating to numerous high technology multimillion dollar venture capital investments, including optical, ebusiness portals, water filtration, electrostatic manufacturing equipment, wireless video networking, data online management, advanced broadband wireless access, medical instrumentation, electronic design construction software, and radio frequency identification development.
- Issuer’s counsel for $31 million underwritten public offering – energy company.
- Issuer’s counsel for $34.5 million PIPE – energy company.
- Issuer’s counsel for $30 million in private placements of common stock of a bank holding company.