Item Description
(April Boise is donating a one hour meeting with the winning bidder. This meeting will not include legal advice.)
April has extensive experience in planning, structuring, negotiating and implementing complex business transactions for clients. She works efficiently as part of a team with in-house counsel in resolving clients' most challenging legal issues. Her practice includes mergers, acquisitions and joint ventures; securities offerings for public and private companies; private equity and venture capital; and corporate governance including Sarbanes-Oxley compliance.
April is licensed to practice in Ohio and New York.
Education
- The University of Chicago Law School, J.D., 1994
- University of Michigan, B.B.A., 1990, magna cum laude
Representative Matters
Client Management Responsibilities
Manage the firm's relationships with clients including public and private companies and private equity firms. Manage all aspects of client engagements including client relationships and client development. Work closely with clients' business development teams and in-house legal counsel.
Mergers and Acquisitions
Advised Fortune 200 public company in $1.5 billion sale of a division that operated more than 33 manufacturing facilities in 13 countries to a private equity-backed buyer. Led the engagement including extensive auction process, sell-side diligence, and drafting and negotiating transaction documents. Managed team of foreign counsel for 12 jurisdictions (including Australia, Brazil, Chile, China, France, India, Mexico, Slovenia, South Africa and the United Kingdom).
Advised clients on cross-border and domestic mergers and acquisitions including a $10 billion purchase of a domestic investment bank by a German bank and $1 billion acquisition of Latin American investment firm by domestic investment bank.
Managed auction for $3 billion sale of international hotel group on behalf of Japanese investors with more than 300 hotel properties worldwide. Worked closing with investment bank to prepare confidential information memorandum and related materials. Managed simultaneous negotiations with numerous bidders. Negotiated stock purchase agreement with UK company that was the winning bidder.
Represented Fortune 200 manufacturing company in the carve-out and disposition of a division with manufacturing operations in the U.S. and France to a private equity-backed buyer.
Counseled public manufacturing company in corporate consolidation with another public manufacturing company. Helped client compare a merger of equals transaction to a consolidation. Assisted in negotiating the terms of the consolidation and prepared proxy materials and registration statement. Managed the SEC comment and response process.
Advised a public company in effecting a merger to change place of incorporation from Delaware to Ohio. Counseled client on the pros and cons relating to the reincorporation including relevant antitakeover statutes and institutional investor reception to the proposal. Received a "no review" from the SEC on client's related registration statement on Form S-4.
Counseled public gaming company in connection with its acquisition by a strategic domestic buyer. Significant involvement in preparing or negotiating engagement letter, purchase agreement, board presentation, merger proxy statement, voting agreements, non-compete agreements, employment agreements and press releases. Advised board regarding fiduciary duties.
Private Equity
Assisted client in establishing new private equity funds and fund of funds. Advised client on various legal issues relating to establishing funds including securities matters, ERISA, Investment Adviser Act and Investment Company Act. Analyzed fund documentation for underlying portfolio funds.
Advise venture capital and buyout funds in connection with potential acquisitions of and investments in portfolio companies. Conducted extensive due diligence and negotiated and drafted acquisition documents and related ancillary agreements.
Established a bio-tech venture capital fund for a new client. Advised client on all organizational matters and general market practices regarding structuring the carried interest compensation to the general partner and determining the management fees and the limited partner preferred return.
Capital Markets
Advised student loan company in connection with underwritten public offering of its common stock. Prepared registration statement and negotiated underwriting agreement, lockup letters and other ancillary documents. Counselled the client through the SEC review process; received a “no review” clearance from the SEC.
Represented investment bank in connection with its 144A placement of high yield convertible subordinated notes of a telecommunications company.
Represented the government of an Eastern European country in connection with the proposed registration of its initial “yankee bond” offering in the United States. Drafted related registration statement on Schedule B. Advised client in due diligence and drafting sessions with its underwriters and ratings agencies. Negotiated fiscal agency agreement and underwriting agreement.
Assisted clients listing securities on foreign stock exchanges and establishing securities trading and settlement arrangements through PORTAL, DTC, Euroclear and Cedel Bank.
Counseled underwriters or issuers in connection with initial public offerings in high-tech, bio-tech and other industries.
Represented domestic issuers and foreign sovereigns in the private placement of securities under Regulation S and Rule 144A, conducting exchange offers, establishing liquidity facilities and other capital market transactions.
Securities Compliance, Sarbanes Oxley and Corporate Governance
Represent various public companies listed on NYSE or Nasdaq and advise them regarding securities law compliance, listing requirements, '34 Act filings including proxy statements, annual reports and other periodic filings, corporate governance and Sarbanes-Oxley compliance and Regulation FD.
Advise boards of directors regarding corporate governance and Sarbanes-Oxley disclosure and compliance issues including stockholder communications, director qualification, auditor independence, independent directors, and codes of ethics and conduct.
Professional & Civic Involvement
The Cleveland Foodbank, Inc. • Board of Trustees, 2000 - Present; Executive Committee, 2004 - Present
Cuyahoga Community College Foundation • Board of Trustees, 2005 - Present
Cleveland Zoological Society • Board of Trustees, 2003 - Present
YWCA of Greater Cleveland • Executive Leadership Advisory Council; Women's Leadership Initiative, 2004-Present
United Black Fund • Board of Trustees, 2000 - 2005
Publications
- "Corporate Reform Under Sarbanes-Oxley and the Board of Directors" · Kaleidoscope Magazine, Women's Issue 2004
- "Finding a Misstatement in Your Published Financial Statements: Should the Company Restate?" · Kaleidoscope Magazine, Diversity Issue 2004
- "Nasdaq Tightens Rules on Shareholder Approval of Stock and Option Plans for Officers, Directors and Others" · Kaleidoscope Magazine, Fall 2003
- "Corporate Reform Under Sarbanes-Oxley: Is Your Company Ready? Are You?" · Kaleidoscope Magazine, Diversity Issue 2003
Presentations
"Best Practices for New Public Companies and Private Companies Considering an IPO", 9th Annual SEC Issues Update, October 2005
Co-Chair, "Spotlight On Women: Advise and Protect: Your Role as Corporate Guardian" , Thompson Hine LLP Seminar, April 19, 2005
"Reporting Up the Ladder and Ethical Obligations for In-House Counsel Under Sarbanes-Oxley", Client CLE, August 2004
"Recent Developments in Securities Law" , Cleveland Bar Association Securities Law Institute, 2002
"Introduction to Securities Transactions: Nuts and Bolts" , Cleveland Bar Association, Securities Law Section, October 2001
"Serving on Nonprofit Boards: Opportunities For Women in Leadership" • Panelist, presentation to Members and guests of the Women’s Executive Committee , The Club, July 2001
"Securities Law Update", American Society of Corporate Secretaries , January 2001
Awards & Honors
- Securities Law 360 • Named as 10 People Under 40 to Watch, February 2, 2007
- Chambers USA: America's Leading Lawyers for Business, Corporate/Mergers & Acquisitions, 2005, 2006 and 2007
- Ohio Super Lawyers (Ohio Rising Stars) Mergers & Acquisitions, Securities & Corporate Finance, 2005, 2006 and 2007
- Leadership Cleveland • Member, Class of 2006
- The German Marshall Fund of the United States • Marshall Memorial Fellow, Class of 2002
- Cleveland Bridge Builders • Member, Class of 2001
- Kaleidoscope Magazine 40/40 Club • Member, Class of 2001
Item Special Note
(April Boise is donating a one hour meeting with the winning bidder. This meeting will not include legal advice.)
The executives will meet with the winning bidders at a time convenient to both parties, on or before December 1, 2009, except in the case of some celebrities which may carry over to the first quarter of 2010.
Once the winning bid has been validated and collected, CAAO will request the winning bidder's bio/resume and reason for wanting to meet the executive and communicate that information to the executive. CAAO will also pass on the necessary contact information for the winning bidder to make their appointment.
If the winning bidder cancels or wishes to change the date/time of the meeting once it has been scheduled, the winning bidder will be responsible for contacting the executive to communicate any changes.
The winning bidder is responsible for all travel expenses to attend this meeting.
We accept Mastercard, Visa, Discover, American Express payments, and cash payments.
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