James Sanderson

Representative Matters

Capital Markets

• Represented K Wave Media Ltd. (Nasdaq: KWM), the first Nasdaq-listed public company to integrate Korean cultural content with a Bitcoin-focused corporate treasury model, in securing $1 billion in capital commitments through a Securities Purchase Agreement with Anson Funds and a Standby Equity Purchase Agreement with Bitcoin Strategic Reserve. For the Securities Purchase Agreement, Anson provided up to $500 million in financing, of which 80% must be used to purchase Bitcoin. The first tranche of financing was the issuance and sale of Senior Secured Convertible Notes representing an aggregate principal amount of over $15 million and warrants to purchase KWM’s ordinary shares. The second closing involved Senior Secured Convertible Notes representing an aggregate principal amount of over $10 million and warrants to purchase KWM’s ordinary shares. The Standby Equity Purchase Agreement was also for $500 million.

• Represented Global Star Acquisition Inc. (NASDAQ: GLST), a special purpose acquisition company and K Enter Holdings Inc., a holding company with an internal K drama production team based in Korea and engaged in the entertainment content and IP creation businesses, in a $590 million business combination that created K Wave Media Ltd, whose ordinary shares and warrants now trade on The Nasdaq Global Market under the symbols “KWM” and “KWMWW.”

• Represented Maxim Group LLC in the underwritten public offering of Nexalin Technology, Inc. that raised approximately $5 million by selling 3,850,000 shares of common stock at $1.30 per share. The offering was conducted under an effective shelf registration statement filed with the SEC on April 23, 2025.

• Represented Cantor Fitzgerald & Co. acting as sales agent in the $300 million at-the-market offering of common stock of a major automobile transport company issued under a Form S-3 registration statement.

• Represented Roth Capital Partners, LLC acting as sales agent in the $26 million at-the-market offering of ordinary shares of PLBY Group, Inc., the global media and lifestyle company founded by Hugh Hefner as Playboy Enterprises, Inc.

Investment Funds & Private Equity

• Represented an independent alternative asset manager in connection with its investment in an SPV through a highly-structured Put and Call Agreement sponsored by a fund of a specialized investment group, which will be used to make add-on equity purchases and purchase of equity in new portfolio companies.

• Represented Trilogy Real Estate Group in transferring $300 million worth of units, owned by Limited Partners, from a Master Fund into a Feeder Fund.

Mergers & Acquisitions

• Represented global TIC (Testing, Inspection & Certification) leader TÜV SÜD on the 100% acquisition of Sustainable Investment Group, LLC (SIG) and Green Building Education Systems, LLC (GBES).

Corporate Finance

• Represented the Virgin Islands Public Finance Authority (PFA) in connection with its $100 million loan from FirstBank Puerto Rico secured by a $134 million CD and owned by the USVI Government, which will use the loan proceeds for disaster related recovery projects; to advance $45 million towards a buyout of an infrastructure agreement between the Virgin Islands Water and Power Authority (WAPA) and its main fuel supplier; and WAPA’s acquisition of liquefied propane gas facilities from the supplier.

• Represented StateHouse Holdings, Inc., a CSE- and OTCMKTS-listed, vertically integrated cannabis company operating throughout California, in connection with an upsizing of its existing Series A Notes loan facility from Pelorus Equity Group, a leader in financing real estate build-outs in the cannabis sector. 

Admissions

• New York

Education

• Brooklyn Law School, J.D., 2022
  - Notes Editor, Brooklyn Journal of International Law
• Amherst College, B.A., 2016

Experience

• Duane Morris LLP
  - Associate, 2022-present
• Sullivan & Cromwell LLP
  - Paralegal, 2016-2019