Troy M. Calkins is a partner in the firm’s Corporate and Securities Practice Group. He focuses his practice on public and private securities offerings, counseling public reporting companies, corporate governance and counseling special or independent board committees.
Securities Transactions. Troy represents issuers and underwriters or placement agents in connection with public offerings and private placements of debt and equity securities. He also represents public and private acquirers and targets in mergers, tender offers and other acquisition transactions. Representative transactions include:
A $275 million Rule 144A offering of convertible notes for a retail company;
A $110 million Rule 144A offering of convertible notes for a manufacturing company in the technology sector;
An initial public offering and several follow-on public offerings for a software company;
An initial public offering for a medical technology company;
Several rounds of venture capital financing for a medical device manufacturer; and
Several rounds of venture capital financing and the $450 million sale of a disease management company.
Public Company Counseling. Troy advises a number of public companies with respect to their ongoing compliance with the federal securities laws and corporate governance issues. Representative clients include a diversified manufacturing company, a manufacturer of over-the-counter and generic prescription pharmaceuticals, a retail drugstore chain and an information technology consulting company.
Board Committee Counseling. Troy acts as independent counsel for both special and standing committees of boards of directors in connection with related party transactions, special investigations and corporate governance issues. Representative engagements include serving as:
standing counsel to the nominating and governance committee of a hotel company;
special counsel to a special committee of independent directors of a software company in connection with its acquisition by its 90% majority owner;
regular counsel to the audit committee of an insurance company in connection with several transactions with its majority owner;
special counsel to the audit committee of a furniture manufacturer in connection with its investigation of a restatement of its financial statements; and
special counsel to a standing committee of independent trustees of a REIT in connection with related party transactions.
In General. Troy graduated from the University of Michigan Law School in 1991. He received a degree in international relations with honor from Michigan State University. Troy is admitted to practice in Illinois and the District of Columbia. |