Ron Levine’s practice centers on corporate finance and merger and acquisition transactions for public and private companies in various industries, including private equity, technology, business services, energy, restaurant/retail, and manufacturing. Mr. Levine is the head of the firm’s Finance & Acquisitions Department, and serves on its Executive Committee.
He represents a number of major private equity funds in investment and merger and acquisition transactions, as well as a number of asset managers and hedge funds. In the corporate finance field, he serves as counsel in debt and equity offerings for domestic and foreign companies in a variety of industries, including tech services, oil and gas, restaurant/retail, banking, biotechnology, mining, health care, medical instruments, semiconductors, and services.
Mr. Levine has acted or acts as the outside general counsel for a number of public companies. His practice also includes counselling clients on securities disclosure and compliance issues, technology transfer, executive compensation, and general corporate counselling.
Mr. Levine is actively involved in community affairs, serving as a member of the Board of Directors of Rocky Mountain PBS and the Board of Trustees of the Cornell Football Association. He recently was named to the University Council of Cornell University.
Mr. Levine has been recognized as a leading corporate and mergers and acquisitions lawyer by Chambers USA for over 10 years. He has been named in The Best Lawyers in America® in the areas of Corporate Governance Law, Corporate Law, Leveraged Buyouts and Private Equity Law, Mergers & Acquisitions Law, Securities/Capital Markets Law, and Venture Capital Law. Annually, Mr. Levine has been selected for inclusion in Colorado Super Lawyers by Thomson Reuters.
Mr. Levine speaks and writes regularly for seminars on corporate, securities, and merger and acquisition issues.
Harvard University, J.D., cum laude, 1987
Cornell University, B.S., 1984
We are now at the point in the calendar-year reporting cycle when most companies are about to commence Annual Report on Form 10-K and proxy preparation. Comments by the SEC Division of Corporation Finance staff on annual reports for the prior year, and the current year's proxy statements, have generally become publicly available. This alert discusses frequently-made comments by the SEC to issuers in the restaurant industry.
After a period of relative stability, volatility in global oil prices has returned with a vengeance in recent weeks. Slow economic growth in many regions, OPEC inaction, and surging U.S. production have combined to cause a precipitous fall in the price of oil, which continues to hit new multiyear lows.
Twenty-two DGS lawyers have been designated "Super Lawyers" in the 2014 Super Lawyers Business Edition published by Thomson Reuters. The annual, national listing of top attorneys in the U.S. serves as a guide for the go-to attorneys in litigation, real estate, corporate finance, energy, and environmental law, among others. The selection process is multi-phased and includes independent research, peer nominations, and peer evaluations.
The 2014 edition of the Chambers USA ranked Davis Graham & Stubbs LLP first in Colorado in the areas of Corporate/M&A and Natural Resources & Environment. Chambers USA also recognized DGS for its strong Labor & Employment and Commercial Litigation practices.
Forty-eight Davis Graham & Stubbs LLP attorneys have been recognized as 2014 Colorado Super Lawyers or Rising Stars, which is published by Thomson Reuters. The listing will be featured in The Denver Post and Colorado Super Lawyers.
Please join DGS; Julie Lutz, SEC Regional Director; John Walsh, U.S. Attorney for the District of Colorado; Rebecca Franciscus, SEC Attorney Advisor; and your public company peers for our 8th annual event. Topics will include securities and other enforcement trends affecting public companies, an update on securities offering reform, and preparing for the 2014 proxy season.
Davis Graham & Stubbs LLP has appointed its 2014 Executive Committee, which provides leadership for the firm's financial and strategic management. The eight member committee is led by the firm’s managing partner Chris Richardson and includes two partners from each of the firm’s three departments as well as the firm’s executive director.
On July 10, 2013, the U.S. Securities and Exchange Commission ("SEC") fulfilled its Congressional mandate by adopting new rules that will dramatically affect the landscape for unregistered securities offerings in the United States. These new rules authorize the use of general advertising and general solicitation methods in accredited investor-only offerings under the newly amended Rule 506. Historically, securities offerings that were not registered with the SEC were uniformly described as "private offerings," because that was their common identifying feature – the securities could not be publicly offered. With the adoption of new Rule 506(c), that common understanding has been eliminated.
Forty-six Davis Graham & Stubbs LLP attorneys have been recognized as 2013 Colorado Super Lawyers or Rising Stars, which is published by Thomson Reuters. The listing will be featured in The Denver Post on March 31 and in the April issues of 5280 Magazine and Colorado Super Lawyers.
Forty-five DGS attorneys were named Best Lawyers® by publisher Woodward/White, Inc. in its annual guide recognizing legal excellence.
Twenty-one Davis Graham & Stubbs LLP lawyers have been designated "Super Lawyers" in the 2012 Super Lawyers Business Edition published by Thomson Reuters.
The 2012 edition of the Chambers USA ranked Davis Graham & Stubbs LLP first in Colorado in the areas of Corporate/M&A and Natural Resources & Environment. Chambers USA also recognized DGS for its strong Commercial Litigation and Labor & Employment practices.
40 Davis Graham & Stubbs LLP attorneys have been recognized as 2012 Colorado Super Lawyers or Rising Stars, which is published by Thomson Reuters. The listing will be featured in the April issues of 5280 Magazine and Colorado Super Lawyers.
Davis Graham & Stubbs LLP has appointed its 2012 Executive Committee, which provides leadership for the firm's financial and strategic management. The eight member committee is led by the firm’s managing partner Chris Richardson and includes two partners from each of the firm’s three departments as well as the firm’s executive director.
Davis Graham & Stubbs LLP announces that 20 lawyers have been designated "Super Lawyers" in the new Super Lawyers Business Edition published by Thomson Reuters. The publication will be sent in September to more than 40,000 in-house counsel, presidents, and CEOs of Fortune 1000 companies.
Thirty-eight DGS attorneys, including nearly half of the firm’s partners, were named Best Lawyers® by publisher Woodward/White, Inc. in its annual guide to legal excellence. The 2012 edition of The Best Lawyers in America is based on a peer-review survey in which more than 39,000 leading attorneys comment on the legal abilities of other lawyers in their practice areas. Corporate Counsel magazine has called Best Lawyers® “the most respected referral list of attorneys in practice.”
The 2011 edition of the Chambers USA ranked Davis Graham & Stubbs LLP first in Colorado in the areas of corporate law, including mergers and acquisitions, and natural resources and environmental law, which consists of the traditional and renewable energy sectors as well as the mining industry. Chambers USA also recognized DGS for its strong general commercial and labor and employment litigation practices.
Four Davis Graham & Stubbs attorneys have been named “Denver Lawyer of the Year” by Best Lawyers, with regional results drawn from more than 3.1 million evaluations nationwide. Best Lawyers names a single Lawyer of the Year for each specialty in each city or region. The lawyers honored received particularly high ratings in Best Lawyers’ surveys, indicating a very high level of respect among peers for their abilities, integrity and professionalism.
The newly announced, 2011 edition of the Best Lawyers in America ranks Davis Graham & Stubbs LLP first in Colorado-based law practices for corporate governance and compliance law, environmental law, mergers and acquisitions law, natural resources law, oil and gas law and securities law. This year Best Lawyers recognizes 36 DGS attorneys, including 13 who have been named to the list for at least 10 years. Nearly half (46 percent) of DGS partners are recognized in the definitive guide to legal excellence, in addition to several attorneys of counsel to the firm. Best Lawyers is a peer-review survey of more than 39,000 in-house counsels and private practice attorneys.
The 2010 edition of the Chambers USA: America’s Leading Lawyers for Business today ranked Davis Graham & Stubbs LLP first in Colorado in the areas of corporate law, including mergers and acquisitions, and natural resources and environmental law, which includes the traditional and renewable energy sectors and the mining industry. Chambers also recognized DGS for its strong general commercial and employment litigation practices.
Davis Graham & Stubbs LLP announce the selection of two new partners to the firm and the re-election of Chris Richardson to serve an additional two-year term as the firm’s managing partner, following a firm-wide partners vote. Each appointment is effective January 1, 2010.
The 2010 edition of the Best Lawyers in America ranks Davis Graham & Stubbs LLP first in Colorado-based attorneys practicing in the areas of commercial litigation, corporate governance and compliance law, environmental law, natural resources law, oil & gas law and securities law.
Davis Graham & Stubbs LLP has been recognized again in Chambers USA: America’s Leading Lawyers for Business in the areas of Environmental, Corporate/M&A, Labor & Employment and Commercial Litigation.
The credit crisis and low commodities prices have combined to create a difficult financing environment for many companies in the oil and gas business, and have caused a significant slowdown in acquisition activity. Current conditions, however, also present opportunities for financing, acquisition and development transactions that will allow companies to position themselves for future success.
Davis Graham & Stubbs LLP, with 31 attorneys practicing in 30 fields, ranks first in Colorado in the 2009 edition of Best Lawyers in America for the practice areas of corporate and securities law and commercial litigation as well as energy, environmental, natural resources and oil and gas law. The number of DGS lawyers recognized in the definitive guide to legal excellence increased by two, and includes nearly half of the firm’s partners.
Davis Graham & Stubbs – with 29 attorneys practicing in 30 fields – ranks first in Colorado-based attorneys listed in the 2008 edition of Best Lawyers in America for the practice areas of commercial litigation, natural resources, environmental law and corporate governance and compliance law. The number of DGS lawyers recognized in the definitive guide to legal excellence increased by three, and includes half of the firm’s partners. The book, targeted for in-house counsel, is to be published in December 2007.
Davis Graham & Stubbs ranked in the top tier of Colorado business law firms in the fields of Commercial Litigation and Environmental Law in the just-released 2007 edition of Chambers USA: America’s Leading Lawyers for Business. DGS was also recognized in the fields of corporate mergers and acquisitions, labor and employment, and real estate.
Twenty-six Davis Graham & Stubbs attorneys practicing in 28 fields will be recognized in the 2007 edition of The Best Lawyers in America. The number of DGS lawyers recognized in the definitive guide to legal excellence increased by five this year, and represents more than 40% of DGS partners overall. DGS ranks first in the number of Colorado-based attorneys listed by the 2007 edition of Best Lawyers in the Commercial Litigation, Natural Resources, Environmental Law, Securities Law and Corporate Governance and Compliance Law practice areas.
Thirteen lawyers at Davis Graham & Stubbs law firm have been named Super Lawyers by their peers in Colorado. Law & Politics magazine polled active Colorado lawyers for nominations to identify the best attorneys in more than 55 practice areas based on peer recognition and professional achievement. Super Lawyers involves an attorney-led research process for a diverse listing of the top lawyers from private practice, in-house counsel and the public sector in different geographic locations. Only 5 percent of the lawyers in each region are listed in Colorado Super Lawyers, co-published by Law & Politics and 5280 magazine.
Davis Graham & Stubbs has appointed its 2006 executive committee, which provides leadership for the firm's financial and strategic management. The firm's partners re-elected Christopher L. Richardson, a partner in the 115-lawyer firm's Finance & Acquisitions Group, to another two-year term as managing partner of the firm and chair of the Executive Committee. The new members of the Executive Committee, Tom Bell, Laura Riese, and Deborah Friedman, join Tom Johnson, Chuck Kaiser and Ron Levine, who served on the committee in 2005. The firm's Executive Director, Barbara Pierce, will continue to serve as an ex officio member of the committee.
On January 22, 2003, the Securities and Exchange Commission (the “SEC”) issued Release Nos. 33-8176; 34-47226 (the “Adopting Release”). The final rules contained in this release addressed two areas of securities law. First, they implement requirements of the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley”) by adopting Regulation G, which addresses public companies’ disclosure of financial information calculated using methods other than generally accepted accounting principles (“GAAP”). Second, they amended reporting requirements under Form 8-K to require
reporting of earnings releases and similar financial announcements.
On August 27, 2002, the Securities and Exchange Commission adopted amendments required by the recently enacted Sarbanes-Oxley Act of 2002 to implement the accelerated filing deadlines for reports due under Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") and other related changes.
The Sarbanes-Oxley Act of 2002 (the “Act”), signed into law by President Bush on July 30, 2002, presents sweeping accounting and corporate governance reforms affecting publicly traded and reporting companies. Section 402 of the Act, which is effective as of July 30, 2002 and will be codified as Section 13(k) of the Securities Exchange Act of 1934 (“Exchange Act”), prohibits certain extensions of credit to directors and officers of publicly traded and reporting companies.
On February 13, 2002, the Securities and Exchange Commission announced that it intends to propose substantial changes to the existing rules governing a public company’s disclosure obligations in an effort to improve the timeliness and content of information provided to investors. According to the SEC, these five rule proposals summarized below represent only the first phase of the SEC’s agenda to improve the current financial and reporting system. These proposals may be fairly viewed as a reaction to the wave of allegations following the collapse of Enron and Global Crossing and alleged irregularities at other troubled public companies.
Regulation FD (the “Rule” or “FD”), which became effective October 23, 2001, has been from its inception the subject of much analysis, debate and apprehension. The regulation, designed to equalize access to information by preventing the selective disclosure of material nonpublic information, has undoubtedly affected public disclosure policies. There remains much controversy, however, as to what its effects are and whether they are favorable for investors and the investment community. This article discusses the requirements of Regulation FD, the current corporate disclosure practices observed by the National Investor Relations Institute in connection with Regulation FD, and the views and observations expressed by Commissioner Laura Unger in her December report on Regulation FD. Finally, the article concludes with practical suggestions for effectively complying with the Rule.
The SEC on Friday, September 14, issued an emergency order (the “Emergency Order”) temporarily easing certain restrictions regarding issuer repurchases of its securities, pursuant to its emergency authority under the Securities Exchange Act of 1934 (the “Exchange Act”). Release No. 34-44791 (September 14, 2001) (http://www.sec.gov/rules/other/34-44791.htm). The Emergency Order will remain in effect until the close of trading on September 21, 2001.
One of the recent areas of concern for the Securities and Exchange Commission ("SEC") has been "auditor independence" - the mental state of objectivity and the lack of bias of certified public accountants that perform audits or review public company's financial statements or file reports or opinion with the SEC.
Current market conditions have made issuer financing difficult, particularly in the equity markets. An issuer who starts the public offering process, only to find insufficient investor interest, may wish to consider a private offering. Conversely, an issuer commencing a private offering may find strong interest justifying a public offering. In both cases, concerns with integration may preclude or limit the issuer's ability to change course in light of changed market conditions.
One of the recent areas of concern for the Securities and Exchange Commission has been “selective disclosure” – the release of material nonpublic information to selected persons, such as
securities analysts or institutional investors, before making the information widely available to the marketplace.