Mr. Baron concentrates his practice on general corporate law, securities law, mergers and acquisitions and corporate governance. He represents public and private companies engaging in debt and equity securities offerings, with a particular focus on deal structure, negotiation, and documentation. Mr. Baron also advises public companies in complying with their obligations under the Securities Exchange Act of 1934, including preparation of annual, quarterly, and current reports, and proxy statements . He also assists emerging companies with filing registration statements connected to SEC registered offerings.
- Represented Ta Chen Stainless Pipe Co., Ltd., a publicly traded Taiwan corporation, in its $55 million purchase, through its wholly-owned subsidiary, Ta Chen Investment Corporation, of Empire Resources, Inc. (NASDAQ: ERS), a distributor of value-added, semi-finished aluminum and steel products.
- Represented New Hampshire-based Unitil Corporation (NYSE: UTL) in its sale of $30 million aggregate principal amount of 3.70% senior notes to several well-known insurance companies.
- Represented Energy Hunter Resources, Inc., a newly-formed oil-focused exploration and production company headquartered in Dallas, Texas, in a private placement offering pursuant to Regulation D under the Securities Act of 1933 of 3.2 million shares of common stock issued at a subscription price of $1.00 per share, for gross proceeds of $3.2 million.
- Represented Paramount Gold Nevada Corp. (NYSE MKT: PZG), a U.S. based precious metals exploration company, in connection with its $18 million acquisition of Calico Resources Corp. (TSX VENTURE:CKB), a Canadian precious metals exploration company. The transaction was structured as a Plan of Arrangement approved by the Supreme Court of British Columbia, enabling Paramount to issue its shares for the acquisition on an exempt basis under Section 3(a)(10) of the Securities Act.
- Represented Double Down Asset Management, LLC in its $1.8 million investment in Step Ahead Innovations, LLC, doing business as MindStream, consisting of common and preferred stock.
- Represented GreenKissNY, Inc. in its $3 million initial public offering under SEC Regulation A+.
- Represented Unilife Corp. (NASDAQ: UNIS / ASX: UNS) in connection with its announced effort to seek strategic alternatives, culminating in a strategic collaboration with Amgen Inc. (NASDAQ: AMGN) for Unilife's wearable injectable drug delivery systems to use with Amgen's biologics and other medicines. The deal provides Unilife with investments of up to $90 million from Amgen and restructures Unilife's existing debt with OrbiMed.
- Represented the special committee of the Board of Directors of JAVELIN Mortgage Investment Corp. (NYSE: JMI) in a merger agreement in which ARMOUR Residential REIT, Inc. (NYSE: ARR) will acquire JAVELIN, and its $900 million of assets, in a tender offer for cash consideration based on 87% of JAVELIN's book value per share.
- Represented CTI Group (Holdings) Inc. (OTC:CTIG) in its $22.5 million sale to Enghouse Systems Limited (TSX:ESL) through its wholly-owned subsidiary, New Acquisitions Corporation.
- Represented GreenKissNY Inc. in connection with its $2 million private placement of equity securities.
- Represented Naked Brand Group Inc., an innovative inner fashion and lifestyle brand, in its underwritten public offering and listing on the NASDAQ Capital Market.
- May 11, 2017
- New Jersey
- New York
Benjamin N. Cardozo School of Law, Yeshiva University, J.D.; Moot Court Honor Society
The George Washington University, B.A.; Magna Cum Laude