Randal R. Jones
PEOPLE

Randal R. Jones

Partner
[email protected]

Overview

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.

Education & Admissions

Duke University School of Law (J.D., 1987)

Pacific Lutheran University (B.A., Business Administration, 1983), magna cum laude
Elected to Beta Gamma Sigma

Admissions

  • Washington

Experience

Representative Work

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.

Capital Markets

  • 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

Events & Speaking Engagements

Invitation to the Broker-Dealers: Guide to Cross-Border Financings

Select Presentations

  • 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
  • Canada
  • Capital Markets
  • Corporate Governance & Compliance
  • Emerging Companies
  • Energy & Natural Resources
  • Mergers & Acquisitions
  • Mining
  • Oil & Gas

Professional & Civic

Professional Achievements

  • American Bar Association
  • Washington State Bar Association

Accolades

  • Listed as a Washington Super Lawyer, 2004-2019
Randal R. Jones