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 and Anchorage Corporate departments and as the Seattle office head. 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.
- Founders sell oil and gas software business to private equity buyer
- Platinum Group Metals raises funds to complete construction of platinum mine
- Ritchie Bros. Auctioneers begins SEC reporting as a domestic issuer
- 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
- Capital Markets
- Corporate Governance & Compliance
- Emerging Companies
- Mergers & Acquisitions
- Mining & Natural Resources