Chad J. Rubin represents independent trustees of mutual funds and exchange traded funds (ETFs). He advises independent trustees with respect to their duties under the Investment Company Act of 1940 and state law. In this regard, he provides advice on a full range of matters, including governance, regulatory and compliance, contract approvals and disclosure issues. Mr. Rubin regularly counsels independent trustees with respect to industry best practices.
Mr. Rubin also has experience representing public and private companies in connection with their capital-raising activities, including public offerings and private placements of equity and debt securities. He also advises companies with respect to SEC regulations, compliance issues and other corporate and securities law matters, such as public reporting, Sarbanes-Oxley compliance and communications with analysts and investors. He has substantial experience representing public and private companies in selling and acquiring businesses.
Mr. Rubin is a 2003 graduate of the University of Pennsylvania Law School and a 2000 graduate of Duke University (B.A.).
Areas of Practice
- Corporate Law
- Securities Law
- Mergers & Acquisitions
- Mutual Funds
- Represented Firmenich, Inc., the largest global privately-owned fragrance/flavor company, in connection with its $375 million acquisition of U.S. fragrance specialist Agilex Holdings, Inc., a portfolio company of New York-based private equity firm MidOcean Partners.
- 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 Board of Directors of RCS Capital Corporation (NYSE: RCAP) in the proposed acquisition from VEREIT, Inc. (NYSE: VER) (formerly American Realty Capital Properties, Inc.) of its Private Capital Management Business, Cole Capital®, for $700 million.
- Representation of the special committee of the board of directors of an NYSE-listed company, backed by a leading private equity sponsor, operating in the consumer services industry in connection with the strategic repurchase of shares from the private equity fund.
- Represented Unilife Corp. (NASDAQ: UNIS / ASX: UNS), a developer, manufacturer, and supplier of injectable drug delivery systems, in connection with the sale, through Chapter 11 bankruptcy, of substantially all of its assets to an affiliate of OrbiMed Advisors LLC, a leading investment firm focused on healthcare, and Amgen Inc., (NASDAQ: AMGN), a leading biotechnology company that discovers, develops, manufacturers and delivers human therapeutics for patients with serious illnesses.
- Represented Lehigh Gas Partners LP, a wholesale motor fuel distributor now known as CrossAmerica Partners LLP, in connection with its $138 million IPO.
- Represented an NYSE MKT-traded company in its agreement to acquire a majority equity interest in a full-service investment bank in exchange for the company's contribution of its $45 million equity interest in its broker-dealer subsidiary.
- 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 a global fragrance company in a $20 million investment in a strategic partner.
- Represented the special committee of the Board of Directors of JAVELIN Mortgage Investment Corp. (NYSE: JMI) in a $900 million merger in which ARMOUR Residential REIT, Inc. (NYSE: ARR) acquired JAVELIN through a cash tender offer followed by an intermediate form merger.
- Represented a leading NYSE-traded international REIT in its approximately $900 million acquisition of an NYSE-traded REIT.
- Represented a publicly traded manufacturing company in its acquisition of a privately held manufacturing company for approximately $60 million.
- Represented a privately held investment firm in its acquisition of a publicly held specialty finance company in an equity exchange.
- Represented an NYSE MKT-traded company in a debt-exchange transaction.
- Independent counsel to the independent trustees of mutual funds and ETFs, including a fund group with assets under management in excess of $55 billion.
- Represented the independent trustees of a mutual fund in connection with the launch of a new multi-manager alternative strategies fund and continue to represent the independent trustees in connection with their oversight of such fund.
- Represented the independent trustees of a mutual fund in connection with the launch of a new commodities fund and continue to represent the independent trustees in connection with their oversight of such fund.
- Represented the independent trustees of an ETF complex in connection with the initial launch of the ETFs in 2008 and continue to represent the independent trustees in connection with their oversight of such funds.
- Represented the independent trustees of an emerging market ETF complex in connection with the initial launch of the ETFs in 2009 and continue to represent the independent trustees in connection with their oversight of such funds.
- Securities and general corporate counsel to publicly traded companies, including a Fortune 1000 company.
- Represented an NYSE-traded company in a follow-on offering of its common stock for a total capital raise of approximately $50 million.
Mergers & Acquisitions/Securities
- New Jersey
- University of Pennsylvania Law School, J.D., 2003
- Duke University, B.A., 2000
- Duane Morris LLP
- Partner, 2012-present
- Associate, 2009-2011
- WolfBlock LLP
- Associate, 2003-2009
Honors and Awards
Rated as a "Rising Star" for Capital Markets: Debt and Capital Markets: Equity by IFLR1000, 2019
Listed in Pennsylvania Super Lawyers Rising Stars, 2014-2018
- Philadelphia Regional Port Authority
- Board Member, October 2004-October 2009
- Contributor, Duane Morris Capital Markets Blog
- Co-author, "SEC Proposes Disqualifying "Bad Actors" from Rule 506 Offerings," Duane Morris Alert, June 6, 2011