- Mergers & Acquisitions
- Securities Offerings and Public Company Counseling
|University ||Stanford University, A.B., 1991|
|Law School||Georgetown University, J.D., magna cum laude, 1995|
|Admitted||1997, New York; 1999, District of Columbia; 2001, Rhode Island|
New York State Bar Association
Rhode Island Bar Association
|Born||Hartford, Connecticut, October 14, 1969|
Gene practices in the area of corporate and securities matters, with particular emphasis on capital markets transactions, corporate governance issuer reporting requirements and mergers and acquisitions. He has advised clients involved in public and private offerings of equity and debt, both in the United States and internationally. His work regularly includes general securities advice, tender offers and other merger and acquisition transactions, as well as alternative public offerings such as registered directs, PIPEs, at-the-market offering programs, and confidentially marketed public offerings (CMPOs). Gene is Co-Chair of the Firm's Securities and Public Companies Practice Group.
•Gene regularly advises a number of publicly traded companies in their ongoing reporting obligations, corporate governance and compliance matters, and financings.
•Gene advised Allied Healthcare International Inc. (NYSE: AHCI), a publicly traded homecare provider of health and social care in the United Kingdom and Ireland, in its $175 million acquisition by Saga Group Limited.
•Gene advised a private equity fund in its senior secured convertible note PIPE investment in a Texas-based, publicly traded healthcare company, as well as in a follow-on investment in the same company.
•Gene advised a publicly traded Massachusetts-based clean technology company in a series of CMPOs and registered direct offerings, as well as other alternative financing arrangements.
•Gene helped ABRY Partners, a private equity firm, in its $1.3 billion acquisition of RCN Corporation (NASDAQ: RCNI).
•Gene assisted Takeda Pharmaceutical Company Limited (TSE: 4502) in its $8.8 billion tender offer for Millennium Pharmaceuticals, Inc. (NASDAQ: MLNM) in 2008, one of the largest foreign acquisitions by a Japanese company and the largest by a Japanese company in the pharmaceutical industry.
•Gene was counsel to QBE Insurance Group Limited (AUS: QBE) in its acquisition of North Pointe Holdings Corporation (NASDAQ: NPTE), a specialty commercial and personal lines insurer.
•Gene counseled an NYSE-listed telecommunications company in an issuer tender offer for certain of its employee stock options to address adverse tax consequences to optionholders arising out of an options backdating inquiry.
•Gene was counsel to GTECH Holdings Corporation in its $175 million offering of guaranteed convertible debentures to qualified institutional investors under Rule 144A, and the resale registration of the same debentures with the SEC. He was also counsel to GTECH in its offering of $250 million of senior notes, and in its September 2003 acquisition of Interlott Technologies, Inc. He later represented GTECH in its 2006 acquisition by Lottomatica S.p.A.
•He was counsel to Kingsway Financial Services, Inc., a specialty provider of personal and commercial lines of property and casualty insurance in the United States and Canada, in its unsolicited tender offer for all outstanding securities of American Country Holdings Inc.
•At his prior firm, Gene was counsel to the issuer in the $800 million global initial public offering of common shares in a leading international data network services provider. Subsequently, he served as counsel to the same issuer in the $3.1 billion follow-on public secondary offering of common shares by major shareholders. The shares were listed in New York and Paris.
•Gene was counsel to the underwriters in the $760 million global initial public offering of common shares in a leading carrier's carrier fiber-optic telecommunications company. The shares were quoted on Nasdaq and listed in London. He served as counsel to the underwriters in offering by the same issuer of high-yield senior notes. The offering consisted of a Dollar-denominated tranche and a Euro-denominated tranche, and the notes were offered in the United States under Rule 144A and overseas under Regulation S.
•Gene was counsel to the transaction in connection with the offering of $125 million in floating rate noncumulative preferred securities by a major international bank in 1999. The securities were listed in Luxembourg and qualified as Tier 1 capital for the bank.
•Gene's significant experience also includes: ongoing offerings of securities under medium term note programs; counsel to the issuer in a $700 million debt offering by a leading United Kingdom telecommunications company under its shelf registration statement; U.S. counsel to the managers in connection with a 400 million placement of exchangeable bonds by a United Kingdom electricity company; several transactions involving real estate mortgage securitization; numerous offerings under a European-based supermarket holding company's shelf program as designated underwriters' counsel; several vendor financing transactions in connection with the sale of telecommunications equipment; and several other secured lending transactions.
Before Edwards Wildman
After graduating from law school, Gene clerked for Justice Warren Matthews on the Alaska Supreme Court in Anchorage. Following the clerkship, he worked for Cleary, Gottlieb, Steen & Hamilton where he focused on international capital markets transactions in their New York and London offices. He moved to Rhode Island and joined the Firm in 2000. Gene grew up in Charleston, South Carolina.
Besides Edwards Wildman
Gene lives in Newport, Rhode Island with his wife, son and daughter. He is a member of the Board of Directors of Save The Bay (Narragansett Bay) and serves on several of its committees.
Documents by this lawyer on Martindale.com
SEC Provides Helpful Guidance on Accredited Investor Verification
Stacie Sawchak Aarestad,Matthew C. Dallett,Stanley Keller,Eugene W. McDermott, July 14, 2014
On July 3, 2014, the staff of the SEC’s Division of Corporation Finance issued guidance on reasonable steps to verify the accredited investor status of purchasers for purposes of the Rule 506(c) exemption that permits general solicitation. The guidance, which is in the form of several...
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