Adam W. Finerman: Lawyer with Olshan Frome Wolosky LLP

Adam W. Finerman

Partner
New York,  NY  U.S.A.
Phone212.451.2289

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Experience & Credentials
 

Practice Areas

  • Corporate/Securities Law
  • Activist & Equity Investment Practice
 
University The Wharton School at the University of Pennsylvania, B.S.E., 1987; The Wharton School at the University of Pennsylvania, M.B.A., 1991
 
Law SchoolUniversity of Pennsylvania Law School, J.D., 1991
 
Admitted1992, New York
 
Memberships 

Professional & Community Affiliations

Association of the Bar of the City of New York

Executive Board of The Penn Fund of the University of Pennsylvania

 
BornNew York, N.Y., April 23, 1965
 
Biography

Adam W. Finerman is a skilled corporate and securities lawyer with broad experience in proxy contests and mergers and acquisitions.

Adam advises hedge funds and investment funds on equity investments in public companies, including activist situations in which shareholders are seeking representation on the board of directors of public companies. He has represented shareholder activists in numerous proxy contests, many involving closed-end funds. He also has assisted hedge funds in avoiding protracted proxy contests by advising on strategies that have enabled them to obtain board representation and influence management to implement corporate governance reform.

Adam has extensive experience representing publicly and privately held buyers and sellers in mergers, asset acquisitions and divestitures, stock purchase transactions, and public and private financing transactions.

He counsels numerous public companies in their transactional and securities work as well as on general corporate matters, including corporate governance, SEC reporting requirements and other public company obligations.

He also represents numerous hedge funds and other investment funds in their transactional work, and principals and shareholders in privately owned businesses.

Media Mentions/News

•Olshan Represents AMERI Holdings in Reverse Public Offering

May 27, 2015

•Olshan Client Ironsides Partners Launches Campaign to Seek Board Representation at PIMCO Bond Fund

April 2, 2015

•Pharmacyclics Announces $21 Billion Acquisition by AbbVie

March 4, 2015

•Finerman Closes Divestiture of RFL Electronics by SL Industries

November 17, 2014

•Olshan Recognized as First Tier “Best Law Firm” in New York for Securities and Capital Markets and Real Estate Law by U.S. News-Best Lawyers

November 3, 2014

•Wall Street Journal Highlights Success of Olshan Client Nina McLemore

July 2, 2014

•Olshan Client Pharmacyclics Featured in Numerous Media Reports Announcing First Commercial Drug Approved by FDA

November 13, 2013

•Olshan Recognized as “Best Law Firm” in New York for Securities/Capital Markets and Real Estate by U.S. News-Best Lawyers

November 1, 2013

•Olshan Client Pharmacyclics Enjoys Significant Growth in 2013

July 29, 2013

•Activist Client Perry Corp. Highlighted in New York Times

July 23, 2013

•Adam Finerman Quoted on Buzzfeed.com

July 2, 2013

•Activist Client Perry Corp. Highlighted in Bloomberg and Times

May 4, 2013

•Olshan Client Art Lipson, Principal of Western Investment, Highlighted in Wall Street Journal

April 3, 2013

•Olshan Represents Pharmacyclics in Successful $207.2 Million Public Offering

March 8, 2013

•BP Clothing Chapter 11 Reorganization Plan Gets Court Approval

April 26, 2012

•Media Reports on BP Clothing Bankruptcy Filing

December 14, 2011

•Pharmacyclics Completes $57.1 Million Registered Direct Offering

June 17, 2011

•Finerman Closes Footstar Acquisition of CPEX Pharma

April 5, 2011

•Olshan's Client Footstar Acquires CPEX Pharma

January 4, 2011

•Pharmacyclics Completes $52.4 Million Registered Direct Offering

June 17, 2010

•Olshan Client Biotechnology Value Fund's Investments Highlighted

May 19, 2010

•Barron's Covers Olshan Client Western Investment's Challenge to Boulder Investment Advisers

April 5, 2010

•Biotechnology Value Fund's Investments Highlighted

February 18, 2010

•Finerman and Schlesinger Handle Collins Stock Sale

February 17, 2010

•Governance Compendium Series Publishes Article by Wolosky and Finerman

December 30, 2009

•Times Reports on Successful Proxy Contest for Biotechnology Company

March 27, 2009

•Wolosky and Finerman Serve as Speakers at Activism Summit

September 23, 2008

•Olshan Advises Largest Stockholder of Pharmacyclics, Inc.

September 11, 2008

•Wall Street Journal Covers Western's Challenge to Cohen & Steers

July 14, 2008

•Wolosky Represents Buyer of Landry's Restaurants for $1.3 billion

June 16, 2008

•Nanes Delorme Settlement Covered in Oil and Gas Investor

June 2, 2008

•Times Reports on Investment by Western

April 29, 2007

Speaking Engagements

•Olshan Webinar: Shareholder Activism - Issues, Tactics and Trends

August 15, 2012

•Wolosky and Finerman Serve as Speakers at Activism Summit

September 23, 2008

Publications

• Developments in Proxy Contests and Corporate Governance

December 2009

The Altman Group: Governance Compendium Series

Articles & Alerts

•CLIENT ALERT: The Dodd-Frank Act: Registration Requirements for Private Fund Advisers

September 2010

•CLIENT ALERT: The Dodd-Frank Act: Overview of Impact on Public Companies

September 2010

•CLIENT ALERT: SEC Releases Interpretive Guidance on Climate Change Disclosure

February 2010

•Co-Author, Developments in Proxy Contests and Corporate Governance, The Altman Group: Governance Compendium Series

December 9, 2009

•CLIENT ALERT: NASDAQ Amends Rules Regarding Advance Notice of Material Information

November 2009

•CLIENT ALERT: Elimination of Broker Discretionary Voting in Director Elections

July 2009

•SEC Proposes New Shareholder Proxy Access Rules

May 2009

•CLIENT ALERT: Delaware Amends Its General Corporation Law

May 2009

•Hedge Fund Transparency Act Would Require Hedge Funds and Other Private Funds to Register with the SEC in Order to Remain Exempt from Regulation as Investment Companies

February 2009

•Federal Reserve Issues Policy Statement Relaxing Longstanding Rules Regarding Minority Shareholder Investments in Banks - Permits a Minority Investor to Have a Single Representative on the Board of Directors of a Banking Organization

September 29, 2008

•Panelist, Has Hedge Fund Activism Gone Too Far? The Case for Tough Love; IMN's Second Annual Hedge Fund Activism and Shareholder Value Summit in Phoenix, Arizona

September 2008

•Delaware Supreme Court Determines Stockholder-Proposed Bylaw Relating to Proxy Expense Reimbursement to be Invalid

July 30, 2008

•Executive Compensation: New Disclosure Obligations, Compensation and Benefits Management

1993

Co-Author, Vol. 9, No. 4pp. 29 - 40

Press Releases

•Olshan Recognized as First Tier “Best Law Firm” in New York for Securities and Capital Markets and Real Estate Law by U.S. News-Best Lawyers

November 3, 2014
•Olshan Recognized as Tier 1 “Best Law Firm” in New York for Securities and Capital Markets by U.S. News-Best Lawyers

November 1, 2013

 
Reported CasesRepresentative Matters: Proxy Contests and Negotiated Board Representation; Advised Ironsides Partners LLC in a proxy contest seeking the election of two candidates to the Board of Trustees of Pimco Dynamic Credit Income Fund (Nasdaq: PCI). Advised Western Investment in proxy contest seeking the election of five candidates to the Board of Directors of Anworth Mortgage Asset Corporation. Advised Western Investment in successful proxy contest against Macquarie Global Infrastructure Total Return Fund, resulting in Western Investment's director nominee and stockholder proposal receiving a majority of the votes cast at the fund's 2012 annual meeting. Advised Mast Capital in successfully reaching an agreement with LodgeNet Interactive Corporation resulting in appointment of two directors. Advised the largest stockholder of Pharmacyclics, Inc. in negotiations, resulting in four out of six board members being replaced with the stockholder's designees, thereby avoiding a proxy contest. Advised TL Investment GmbH in successful negotiations with Lantronix, Inc. Advised Biotechnology Value Fund in proxy contest to replace board of Avigen, Inc. and in tender offer by BVF to acquire shares of Avigen. Advised LaGrange Capital Partners in successfully obtaining three board seats at Forward Industries. Advised Western Investment in successfully reaching an agreement with Hambrecht & Quist Capital Management LLC, resulting in an issuer tender offer by H&Q Life Sciences Investors at a price equal to 98% NAV. Advised Western Investment in successfully reaching an agreement with LMP Capital and Income Fund Inc., resulting in a series of 5% issuer tender offers at a price equal to 98% NAV. Advised Western Investment regarding its investment in TS&W/Claymore Tax-Advantaged Balanced Fund (TYW), including Western Investment's tender offer for up to 5.2% of TYW's outstanding stock and its proxy contest at TYW's 2010 annual meeting, at which a majority of shareholders voted in support of Western Investment's director nominee and its Rule 14a-8 shareholder proposal, resulting in TYW agreeing to reorganize into a newly created open-end mutual fund. Advised Western Investment in successfully reaching an agreement with Deutsche Investment Management Americas Inc., resulting in a program of issuer tender offers at a price equal to 99% NAV at DWS Dreman Value Income Edge Fund (DHG) and DWS Global High Income Fund, an open market repurchase program at DHG, and the merger of DWS RREEF World Real Estate Fund (DRP) into DWS RREEF Global Real Estate Securities Fund, an open-end fund. Advised Western Investment in successive proxy contests against DWS Enhanced Commodity Strategy Fund, Inc. (GCS), resulting in Western Investment's slate of director nominees receiving a majority of the votes cast at GCS's 2008 and 2010 annual meetings and GCS's merger into an open-end fund. Previously advised Western Investment in proxy contests against DHG and DRP, resulting in Western Investment's slate of director nominees receiving a majority of the votes cast at each fund's 2010 Annual Meeting. Advised Western Investment in its proxy contest against MCG Capital Corporation, resulting in Western Investment successfully blocking MCG Capital's efforts to conduct dilutive share offerings. Advised Western Investment in a successful proxy contest against Pioneer Municipal & Equity Income Trust, resulting in the election of two Western Investment nominees to the board. Advised Western Investment in a successful proxy contest against Investment Grade Municipal Income Fund Inc. at the Fund's 2009 Annual Meeting, resulting in the approval of Western Investment's stockholder proposal that the Fund's board not retain UBS Global AM and certain other entities as its investment manager. Advised Western Investment in successfully reaching an agreement with the Neuberger Berman Closed End Funds, ending the proxy contests and resulting in a series of semi-annual tender offers by the Funds at a price equal to 98% NAV. Advised Western Investment in its numerous investments in closed-end funds in an effort to cause management and the board to take affirmative actions to reduce the discount to Net Asset Value of each of Cohen & Steers REIT & Utility Income Fund, Inc., Cohen & Steers Select Utility Fund, Inc. and John Hancock Tax-Advantaged Dividend Income Fund. Advised Nanes Delorme in a proxy contest to elect three director nominees to the board of VAALCO Energy, Inc. Advised Palisair Capital LLP in a proxy contest to elect one director nominee to the board of 1st Century Bancshares, Inc. Represent numerous hedge funds in proxy contests and stockholder activism with public companies. Mergers & Acquisitions; Advised Pharmacyclics, Inc. (Nasdaq: PCYC) as special counsel on certain issues relating to PCYC's acquisition by AbbVie Inc. for a total transaction value of $21 billion. Represented SL Industries, Inc. (NYSE MKT:SLI) in the acquisition of certain assets from ITT Torque Systems, Inc. related to the torque systems business. Represented SL Industries, Inc. (NYSE MKT:SLI) in the acquisition of certain assets of Dynetics Systems, Inc., which designs, develops and manufactures precision quality, instrument grade motion control products, and provides custom motor and motion control solutions to the aerospace, defense, medical, commercial and industrial markets. Represented Digirad Corporation (Nasdaq: DRAD) in the acquisition of MD Office Solutions, Inc., a mobile diagnostic imaging provider servicing customers in Northern California. Represented SL Industries, Inc. (NYSE MKT:SLI) in the sale of its RFL Electronics division to Hubbell Power Systems, Inc. Represented Digirad Corporation (Nasdaq: DRAD) in the acquisition of Telerhythmics, LLC, a provider of 24-hour cardiac monitoring services. Represented ATRM Holdings, Inc. (Nasdaq: ATRM) in the purchase of the KBS business of manufacturing, selling, and distributing modular housing units for both residential and commercial use. Represented ATRM Holdings, Inc. (Nasdaq: ATRM) in the sale of its test handler product line business to a wholly-owned subsidiary of Boston Semi Equipment LLC. Represented Xstelos Holdings, Inc. (formerly Footstar, Inc.) in its acquisition of CPEX Pharmaceuticals, Inc. Represent Tilman J. Fertitta, Chairman and Chief Executive Officer of Landry's Restaurants, Inc., in merger agreement with Landry's valued at approximately $1.3 billion. Represented Steel Partners in its unsolicited $100 million cash tender offer for Bairnco Corporation. After commencing a consent solicitation to remove the company's board, successfully negotiated a friendly merger transaction. Represented BNS Holding Corp. in connection with its acquisition of Collins Industries, in a transaction valued at approximately $134 million. Represent public company in plan of divestiture entailing the sale of up to four of its divisions. Represented NYSE public company in its sale of a division for approximately $95 million. Represented investor group in the acquisition of assets and signing of Trademark License Agreement with Phat Fashions, LLC relating to the BABY PHAT clothing line. Represented the company in a subsequent recapitalization transaction. Other Transactions; Represented a healthcare media company in a corporate transaction involving a new receivables facility, the restructuring and sale of existing term loan with GE Capital, and new equity investment in company. Represented Crossroads Systems, Inc. (Nasdaq: CRDS) in a public rights offering. Represented Ameri Holdings, Inc. (OTC: AMRH) in a reverse public offering involving a reverse merger. Represented Digirad Corporation (Nasdaq: DRAD) in its investment in Perma-Fix Medical, S.A., a publicly traded company listed on the NewConnect market of the Warsaw Stock Exchange. Perma-Fix Medical is a subsidiary of Perma-Fix Environmental Services, Inc. (NASDAQ: PESI). Represented Pharmacyclics Inc. in a $207.2 million overnight public offering of 2.2 million shares of its common stock. Represented Pharmacyclics, Inc. in several registered direct offerings aggregating over $100 million. Advised SL Industries, Inc. on multiple tender offers. Represent many private companies, including a start-up fashion designer, in private financing transactions. Represented numerous borrowers in multimillion-dollar credit facilities. Represent numerous public companies in their reporting obligations, financings and acquisitions and divestitures.
 
ISLN901115858
 
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Office Information

Adam W. Finerman

65 East 55th Street
New YorkNY 10022




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