Steven C. Friend
Partner
Steven Friend is a member of the Corporate Finance Practice Group. Mr. Friend represents issuers and underwriters in a range of equity and debt offerings, with a significant portion of his work concentrated in the energy and utility industries. Mr. Friend has substantial experience with common stock offerings, high-yield debt offerings, tax-exempt offerings of multi-modal debt and 4(2) private placements. Mr. Friend also regularly advises on matters relating to general securities law compliance and disclosure, the Sarbanes-Oxley Act of 2002 and corporate governance.
Representative matters include:
Equity
- Acting as underwriters’ counsel for common stock offering by Ohio-based utility holding company;
- Acting as underwriters’ counsel for Minnesota-based electric utility holding company in forward-equity issuance;
- Acting as company counsel to financial institution in offerings of subordinated perpetual preferred stock; and
- Acting as agents’ counsel in establishment of periodic equity programs for utility holding company.
Debt
- Acting as underwriters’ counsel in debt offerings by Washington, DC-based and Nevada-based utility holding companies and their respective subsidiaries;
- Acting as underwriters’ counsel in numerous private activity bond offerings and remarketings;
- Acting as underwriters’ counsel in debt offering by California-based water utility;
- Acting as company counsel and purchasers’ counsel in 4(2) private placements of debt to financial institutions;
- Acting as initial purchasers’ counsel in 144A offering by Texas-based natural gas distribution company and the subsequent private exchange offer for a series of the company’s outstanding debt; and
- Acting as initial purchasers’ counsel in 144A offering by Texas-based electric distribution company and the subsequent private exchange offer for two series of the company’s outstanding debt.
Publications
- "Recent Financing Trend: 144A Coupled With Subsequent Exchange Offer," Volt newsletter, 2011.
- "Covenant Caution-‘Continuing Director’ Change-of-Control Provisions after the Amylin Decision," Volt newsletter, 2010.
- "Developments in Recent Utility Equity Offerings," Volt newsletter, February 2009.
- "4(2) Placements by S-3 Issuers—The Private Sale Alternative," Volt newsletter, 2007.
- "Recent Utility Equity Sales—The Competitive Bought Deal," Volt newsletter, 2006.
Selected Activities
- American Bar Association
- Member, Section of Public Utility, Communications and Transportation Law
Education
- UCLA School of Law, 2001, J.D.
- The Johns Hopkins University, 1998, B.A.,
phi beta kappa
Bar Admissions
Steven C. Friend
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New York
- +1 212 259 6158