John Mahon, a member of Sutherland's Corporate Practice Group, focuses his practice in the areas of securities law and mergers and acquisitions, including advising clients on compliance with the Securities Act of 1933 and the Securities Exchange Act of 1934. He also regularly handles matters relating to the establishment and operation of both public and private closed-end funds and business development companies, including compliance with and exemptions from the Investment Company Act of 1940. Before joining the firm, John worked as an attorney adviser at the U.S. Securities and Exchange Commission (SEC) where he reviewed registration statements, proxy materials and periodic reports relating to public offerings and merger and acquisition transactions, including many involving companies in the oil, natural gas, mining and timber industries. He also spent a significant portion of time at the SEC in the Office of Mergers and Acquisitions, handling issues involving tender offers, proxy solicitations, going-private transactions and beneficial ownership reporting obligations. Representative Experience John's extensive representative experience includes: Public Offerings Since 2004, John has been involved with more than 35 public equity offerings, 17 of which represented initial public offerings, including: · Representing Goldman, Sachs & Co., Wells Fargo Securities and Morgan Stanley in connection with a $100 million initial public offering by New Mountain Finance Corp. · Representing Solar Capital Ltd. in connection with a $105 million initial public offering. · Representing Marathon Acquisition Corp. in connection with a $300 million initial public offering. · Representing ING Global Advantage & Premium Opportunity Fund in connection with a $345 million initial public offering. · Representing ING Asia Pacific High Dividend Equity Income Fund in connection with a $275 million initial public offering. · Representing Bear Stearns & Co., Banc of America Securities, UBS Investment Bank and SunTrust Robinson Humphrey in connection with a $300 million initial public offering by PennantPark Investment Corp. · Representing TAC Acquisition Corp. in connection with a $120 million initial public offering. · Representing Global Logistics Acquisition Corp. in connection with an $80 million initial public offering. · Representing TICC Capital Corp. in connection with more than $160 million in follow-on equity offerings. · Representing Ares Capital Corp. as special regulatory counsel in connection with more than $965 million in follow-on debt and equity offerings. On-going SEC Reporting and Compliance John regularly provides guidance to numerous NYSE and Nasdaq-listed companies in connection with ongoing corporate governance and SEC reporting and compliance matters. Public Company Acquisitions John has significant experience handling SEC reporting and compliance matters involving public company M&A transactions, including: · The $650 million acquisition of a publicly traded business development company. · The $1 billion acquisition of a container ship leasing company by a publicly traded special purpose acquisition company. · The $110 million acquisition of a medical technology company by a publicly traded medical equipment manufacturer. · The $150 million roll-up acquisition of a food brokerage business by a publicly traded business development company. Professional Honors and Awards · Recipient, Securities and Exchange Commission Capital Markets Award (2002) Professional and Community Involvement · Adjunct Professor, George Washington University Law School · Chair, Corporate Finance Committee, Corporation, Finance and Securities Law Section, District of Columbia Bar · Member, Business Law Section, American Bar Association Recent Publications and Speaking Engagements · Author, "Executive Compensation Disclosure: Practical Implications in the Age of Greater Disclosure," Inside the Minds: SEC Compliance Best Practices (2009) · Author, "Features and Practical Implications of the Recent Rule 144 Revisions," Inside the Minds: Analyzing Rule 144 Revisions (2008) · Contributor, Publicly Traded Private Equity Review (June 2008; November 2008; April 2009) · Co-author, The SPAC Phenomenon: A Discussion of the Background, Structure and Recent Developments Involving Special Purpose Acquisition Companies (July 2006) · Co-author, Securities Offering Reform Q&A: Categories of Issuers (November 2005) · Co-author, A Primer on SPACs: An Explanation of the Purpose, Structure and Current Issues Affecting Special Purpose Acquisition Companies (August 2005) · Contributor, Corporate Secretary's Answer Book (Third and Fourth Editions) · Contributor, Staff Report to the Securities and Exchange Commission on Implications of the Growth of Hedge Funds (September 2003) · Speaker, "BDC Compliance: Understanding the Regulatory Perspective," BDC Quick Call (November 2, 2011) · Panelist, "Fair Value: An Assessment of the Implementation of SFAS 157," BDC Roundtable (September 2008; September 2009) · Speaker, "Everything You and Your Clients Need to Know About SPACs," District of Columbia Bar (February 2008) · Speaker, "Mergers and Acquisitions Issues," 2003 International Institute for Securities Market Development, Securities and Exchange Commission News Sutherland Advises on NeXt Innovation Corp.'s Initial Public Offering Raising $50 Million
May 10, 2011 Sutherland Represents Ares Capital Corporation in Unprecedented $500 Million Convertible Bond Offering
February 8, 2011 Sutherland Represents Oxford Lane Capital Corp. in Initial Public Offering Raising $36.5 Million
February 8, 2011 Sutherland Represents TICC Capital Corp. in a $47.15 Million Shelf Offering
December 7, 2010 Sutherland Represents Solar Capital Ltd. in a $43.2 Million Selling Stockholder Shelf Offering
November 11, 2010 Sutherland Represents Spectrum Brands in Merger With Russell Hobbs - Addition to Spectrum's Portfolio Creates $3 Billion Consumer Products Company
June 28, 2010 Sutherland Represents Solar Capital Ltd. in Initial Public Offering
April 28, 2010 Sutherland Represents Allied Capital Corporation in Merger with Ares Capital Corporation
April 26, 2010 Sutherland Represents Ares Capital Corporation in a $109.6 Million Shelf Offering
August 19, 2009 Sutherland Represents RBC Capital Markets, BB&T Capital Markets, Morgan Keegan & Company, Inc. and Sterne Agee in $15.6 Million Secondary Offering of Common Stock
August 13, 2009 Sutherland Represents Keating Capital, Inc. in Initial Public Offering
June 15, 2009 Legal Alerts Legal Alert: Who Is Listening? The SEC Emphasizes Importance of Cybersecurity Disclosure
October 26, 2011 Legal Alert: SEC Seeks Input on Investment Company Act Exclusion for Mortgage REITs and Other Mortgage-Related Pools
October 17, 2011 Legal Alert: What Does Proxy Access Mean Today?
October 17, 2011 Legal Alert: SEC Revamps Investment Adviser Regulatory Scheme as Mandated by the Dodd-Frank Act
July 22, 2011 Legal Alert: Impending Federal Government Shutdown: Steps to Take Now at SEC
April 7, 2011 Legal Alert: A New World Order: What Your Board Should Know About Proxy Access
September 23, 2010 Legal Alert: Proxy Plumbing: SEC Considers Extensive Renovation Job to the Proxy System
July 30, 2010 Legal Alert: It's Signed, Now for the Hard Part: What your Board Needs to Know About Corporate Governance and Executive Compensation Provisions in the Dodd-Frank Act
July 22, 2010 Legal Alert: Capitol Hill Takes on Executive Compensation and Corporate Governance
June 17, 2010 Legal Alert: SEC Warms to Climate Change
March 16, 2010 Legal Alert: SEC Tackles Proxy Disclosure Rules
December 29, 2009 Legal Alert: Say on Pay: It's Coming, Are You Ready?
October 5, 2009 Legal Alert: What Will Proxy Access Mean? The Debate Over Proxy Access
July 9, 2009 Legal Alert: FBAR Filing Requirement for Non-U.S. Persons Temporarily Suspended
June 8, 2009 Legal Alert: FBAR 2008 Revised Instructions Broaden the Class of Filers
June 3, 2009 Legal Alert: Regulatory & Legislative Corporate Governance Initiatives
May 20, 2009 Legal Alert: Regulation D Developments
March 5, 2009 Legal Alert: SEC and FASB Provide Clarification on Fair Value Accounting Rules
October 2, 2008 Legal Alert: SEC Issues Temporary Emergency Orders to Ban Short Selling of Financial Companies and Restore Market Liquidity
September 24, 2008 Legal Alert: SEC Approves Amendments Simplifying Disclosure Obligations for a Larger Number of Smaller Public Companies
January 16, 2008 Legal Alert: SEC Amends Rules 144 and 145 to Provide Increased Liquidity to Restricted Securityholders
January 14, 2008 Legal Alert: SEC Affirms Interpretation of Shareholder Proposals Rule Relating to the Election of Directors
January 2, 2008 Questions & Answers: Permissible Use of Free Writing Prospectuses
December 1, 2005 Securities Offering Reform Summary
November 4, 2005 Legal Alert: Securities Offering Reform Summary
November 4, 2005 Legal Alert: Securities Offering Reform: Summary
November 4, 2005 Legal Alert: A Primer on SPACs: An Explanation of the Purpose, Structure and Current Issues Affecting Special Purpose Acquisition Companies
August 10, 2005 Publications Publicly Traded Private Equity Regulatory Review
April 2009 Publicly Traded Private Equity Regulatory Review
November 2008 Publicly Traded Private Equity Regulatory Review
June 2008 Events BDC Quick Call
November 2, 2011 2011 BDC Roundtable
September 12-13, 2011 2010 BDC Roundtable
September 13-14, 2010 2009 BDC Roundtable
September 15-16, 2009 District of Columbia Bar Luncheon
February 28, 2008 2003 International Institute for Securities Market Development 2003 |