Joel Rubinstein is a partner in Winston & Strawn LLP’s New York office who has broad experience in corporate and securities matters. He represents clients in public offerings and private placements of securities, complex business transactions, including private and public company mergers and acquisitions, and in organizing and investing in private investment funds.
Securities Offerings: Mr. Rubinstein has significant experience representing issuers, underwriters, and selling stockholders in underwritten initial public offerings (IPOs) and follow-on offerings of securities, as well as private placements and registered direct offerings. He has represented issuers in a variety of industries, including media & entertainment, life sciences, insurance, and consumer goods among others. Underwriters he has represented include BofA Merrill Lynch, Citigroup, Cowen and Company, and others.
Mergers & Acquisitions: Mr. Rubinstein’s M&A experience includes representing public and private companies, as well as private equity funds, in the acquisition or sale of public and private businesses. He has experience in a variety of industries, including health care, media & entertainment, and insurance among others. He has represented domestic clients as well as clients in a variety of non-U.S. jurisdictions.
SPACs: Mr. Rubinstein has particular experience in transactions involving special purpose acquisition companies (SPACs). He has represented clients in over 20 SPAC IPOs raising aggregate gross proceeds of approximately $2 billion, and in over 15 business combination transactions with an aggregate enterprise value of approximately $5 billion.
Private Investment Funds: Mr. Rubinstein represents sponsors of private equity funds, venture capital funds,hedge funds, and other private investment funds, as well as asset management firms, in the formation of a variety of private investment vehicles. In addition, he regularly counsels institutional investors and fund-of- funds in connection with their investments in private equity and venture capital funds and secondary transactions.
Acted as issuer’s counsel for CF Corporation (NASDAQ: CFCO), a SPAC, in its $690 million IPO and in entering into forward purchase agreements for a $510 million private placement.
- Acted as issuer’s counsel for Landcadia Holdings, Inc. (NASDAQ: LCAH), a SPAC, in its $250 million IPO.
- Acted as issuer’s counsel for Double Eagle Acquisition Corp. (NASDAQ: EAGL), a SPAC, in its $500 million IPO. Previously acted as issuer’s counsel to Double Eagle’s predecessors Silver Eagle Acquisition Corp. in its $325 million IPO and Global Eagle Acquisition Corp. in its $190 million IPO.
- Acted as counsel to Global Eagle Entertainment Inc. (NASDAQ: ENT) in its $550 million leveraged acquisition of Emerging Markets Communications.
- Acted as issuer’s counsel for Global Eagle Entertainment Inc. (NASDAQ: ENT), a provider of content, connectivity, and digital media solutions to airlines, in its:
- $190 million underwritten follow-on offering;
- offering of $83 million aggregate principal amount of convertible senior notes to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933; and
- $50 million underwritten secondary offering.
- Acted as underwriter’s counsel for Citigroup Global Markets Inc. and Robert W. Baird & Co. as joint book- running underwriters in the $103 million and the $76 million public offerings of common stock by selling stockholders of Tile Shop Holdings, Inc. (NASDAQ: TTS)
- Acted as counsel to Sunspire Health, a leading provider of behavioral health services for the treatment of substance abuse and other co-occurring disorders, in its sale to Kohlberg & Company, L.L.C., in a leveraged acquisition.
- Acted as counsel to StepStone, a global private markets firm overseeing $70 billion of private capital allocations, in the formation of a variety of investment vehicles for pension funds and sovereign wealth funds, investments in private investment funds and secondary transactions involving private investment fund interests.
Mr. Rubinstein received his B.A., magna cum laude, from Wayne State University in 1990 and he received his J.D. from the University of Michigan Law School in 1994.
Publications & Speaking Engagements
“SPACs Debut in Canada and Continue in the United States: Trends in SPAC IPOs and Business Combinations on Both Sides of the Border,” Practical Law Canada, January 20, 2016
- Practice Note, "
- SPACs: Overview
," Practical Law, December 30, 2015, with Daniel E. Nussen “SPACs Are Back, And With Friendlier Terms,” Buyouts, June 2010
- “New SPAC Structure Holds Promise for Private Equity Exits,” peHUB, June 2010 “Avoiding Pitfalls in Raising Capital from Insiders,” Financier Worldwide, February 2009
- “Alternative Public Offerings,” Financier Worldwide, May 2008 “SPAC 2.0,” The Deal, October 2007
- “The Legal Role and Responsibilities of Portfolio Company Directors,” NVCA Today, Q4 2005
- “Viewpoint: How to Avoid the Open Records Spotlight,” Venture Capital Journal, September 2003