RANDY'S PRACTICE FOCUSES ON A WIDE RANGE OF GENERAL CORPORATE AND COMPLEX TRANSACTIONAL MATTERS.
Randy has over 25 years of experience counseling emerging, private, closely-held, and public companies in a wide range of general corporate and complex transactional matters. He currently serves as the head of Dorsey’s Seattle Corporate department. Randy’s practice concentrates on representing clients in domestic and cross-border mergers and acquisitions, joint ventures, venture capital and other private equity and debt financings, initial and secondary public offerings, corporate governance compliance, securities regulation, and other business-related matters.
Randy also has significant experience in cross-border transactions. He routinely advises Canadian and other non-U.S. clients regarding accessing the U.S. capital markets; cross-border investment transactions, mergers and acquisitions, takeover defense and other related matters; and U.S. securities law compliance issues, including preparation and review of periodic reports.
- Ritchie Bros. Auctioneers begins SEC reporting as a domestic issuer
- Platinum Group Metals raises funds to complete construction of platinum mine
- Founders sell oil and gas software business to private equity buyer
- Whiting Petroleum and Kodiak Oil & Gas combine to create largest Bakken/Three Forks oil producer
Mergers & Acquisitions
- Represented Kodiak Oil & Gas Corp, a Denver-based oil and natural gas exploration and production company listed on the NYSE, in an all-stock sale to Whiting Petroleum Corporation for approximately $6 billion.
- Represented Kodiak Oil & Gas Corp in a series of five acquisitions of oil and gas producing properties and undeveloped leasehold interests in the Williston Basin of North Dakota from various private company sellers, totaling nearly $2.5 billion in value.
- Represented Queenston Mining Inc., a Toronto-based mineral exploration and development company, in its sale to Osisko Mining Corporation in a transaction valued at $550 million.
- Represented GeoLOGIC Systems Ltd., a Calgary-based developer of high-quality databases and premium software products to the oil and gas industry, in the sale of its business to BV Investment Partners, a U.S. private equity firm.
- Represented CanWel Building Materials Group Ltd, a leading Canadian wholesale distributor of building materials and home renovation products and provider of wood pressure treating services, in its $60 million acquisition of California Cascade Industries and its affiliate and related $50 million private placement of securities.
- Represented Ballard Power Systems, a NASDAQ-listed developer of clean energy fuel cell products, in its $30 million acquisition of Protonex Technology Corporation.
- Represented Ballard Power Systems in the disposition of its custom fiber material products division to ALY Holdings LLC, and its $7.7 million acquisition of fuel cell product lines and other key assets from IdaTech LLC.
- Represented Neuromed Pharmaceuticals, a Vancouver, BC-based private biopharmaceutical company, in its merger transaction with CombinatoRx, Inc.
- Represented Thriva LLC and CRI Inc., Washington-based providers of online management software for camps and event organizations, in their sale to The Active Network, Inc.
- Represented MDSI Mobile Data Solutions Inc., a NASDAQ-listed provider of mobile workforce management, in its sale to Vista Equity Partners.
- Represented OncoGenex Technologies Inc., a private biotechnology company located in Vancouver, BC, in its takeover of NASDAQ-listed Sonus Pharmaceuticals Inc.
- Represented Imagis Technologies, Inc., a Vancouver, BC-based developer of biometric identification software for the law enforcement and defense industries, in its acquisition of Briyante Software Corp, a developer of a secure, inter-agency information sharing server.
- Represented Kodiak Oil & Gas Corp. in numerous public and private placements of debt and equity securities, including three recent Rule 144A private offerings of senior notes totaling more than $1.5 billion, as well as several follow-on public offerings of common shares totaling nearly $1 billion.
- Represented Ballard Power Systems, Inc. in three follow-on public offerings of common shares, totaling more than $90 million.
- Represented Pacific Rim Mining Corp., a Vancouver, BC-based multinational gold exploration company, in its $180 million offering of common shares.
- Represented Porch.com, Inc., a Seattle-based online marketplace for home improvement and repair, in approximately $100 million in preferred stock financings.
- Represented Allied Nevada Gold Corp., a Nevada-based gold mining and exploration company listed on the NYSE, in a series of follow-on public offerings of common shares totaling more than $500 million.
- Represented Neuromed Pharmaceuticals, a private biopharmaceutical company based in Vancouver, Canada, in the establishment of a Canada-U.S. exchangeable share structure and VC financings in excess of $100 million.
- Represented OncoGenex Pharmaceuticals in a series of corporate finance transactions, including a $50 million follow-on public offering, a $9.5 million registered direct private offering, and a $10 million PIPE offering of common shares.
News & Resources
News & Press Mentions
Events & Speaking Engagements
- Northwest Securities Law Institute 2012, Accessing the Canadian Capital Markets; Strategies for U.S. Issuers
- Northwest Securities Law Institute 2005, Corporate Governance: Developments and Perspectives
- Jobs Act: What You Need to Know Now seminar in Vancouver, 2012
Industries & Practices
- Banking & Financial Institutions
- Blockchain & Digital Assets
- Capital Markets
- Corporate Governance & Compliance
- Emerging Companies
- Energy & Natural Resources
- Mergers & Acquisitions
- Oil & Gas