David A. Jaffe

Partner

412.391.6410

David’s practice encompasses the areas of:

corporate finance
mergers and acquisitions
corporate governance and
distressed company transactions

He is highly skilled in the areas of venture capital and private equity, including:

Representation of control parties, investors, and management groups in leveraged acquisitions
Domestic and international private placements
Turnarounds and debt restructuring transactions

David’s professional experiences as a former banker and entrepreneur inform his role as a trusted business advisor to clients. He has experience with each stage of the corporate life cycle: start up, expansion, management transition, and exit. He also has experience in the transactional aspects of bankruptcy and the restructuring of debtors.

David has advised public and privately held companies in complex transactions and as a general business advisor. Relevant transactional experiences include:

$200,000,000 negotiated restructuring and recapitalization of a financially distressed ethanol producer based in the midwestern United States.
Restructuring of a $1,200,000,000 hotel and real estate development holding company based in the western United States.
Representation of debtor and related entities in a $200,000,000 prepetition restructuring of a luxury home builder based in the western United States in connection with a pre-negotiated Chapter 11 proceeding.
Representation of closely held scrap metal recycling company in $15,000,000 rollup acquisition sale to public company acquiror.
$30,000,000 leverage buyout of industrial services company
$55,000,000 acquisition refinancing and modifications of subordinated debt obligation
Special counsel to board of directors of a public company regarding formation of a committee of independent directors to consider various strategic alternatives including change in control transactions
Independent counsel to special restructuring committee of the board of directors of a public company with respect to the company's consideration of various voluntary insolvency and reorganization proceedings
A corporate split up transaction including the formation of a holding company under the Delaware merger statute and the transfer of intellectual property assets into a newly-formed intellectual property licensing company
Expert witness and consultant in litigation matters relating to various aspects of federal securities law, state corporate law and corporate governance.

David has represented clients in various forms of corporate finance transactions, including underwritten offerings of debt, equity, and innovative “hybrid” instruments, as well as in more traditional credit transactions such as syndicated bank loans. These have included:

Pittsburgh Steelers Sports, Inc., $65,000,000 securitized receivables financing—as obligor’s counsel
Decorator Industries, Inc., Option Share Repricing and Exchange Offer under Rule 13(e)-4—as offeror’s counsel
AT&T Capital Corporation, $200,000,000 Trust Originated Preferred Securities (“TOPrS”) offering–as underwriter’s counsel
Riddell Sport, Inc., $115,000,000 10 1/2% Senior Notes Due 2007—as issuer’s counsel
SFC Acquisition Corp., $60,000,000, 8.65% Senior Notes Due 2003 and $97,500,000 Private Placement of Common Stock—as placement agent’s counsel

David has represented sellers, acquirors and financial advisors in large, public company M&A transactions. More recently, his practice has focused on private, complex debt restructurings and middle-market business combination transactions.