Richard Smith
Partner
Richard Smith
212.513.3432
Overview
Richard Smith is a New York business attorney who focuses on corporate transactions, mergers and acquisitions (M&A), fairness opinions, private equity and capital markets.
Mr. Smith represents clients in M&A and strategic transactions involving banking, mortgage, sponsor finance, healthcare, technology, telecommunications, broker-dealer, mining, insurance, investment advisory, asset management, real estate, energy, infrastructure, entertainment, shipping, financial services, transportation management, market maker, servicing and commodities businesses. His M&A experience also includes counseling financial institutions with regard to fairness opinions and advisory engagements. Mr. Smith's capital markets work encompasses a broad range of global and domestic securities offerings and financings, liability management, regulatory advice and covered bonds. He also has advised several clients on minority investments and private equity secondary market transactions, as well as M&A-related disputes and arbitrations.
Prior to joining Holland & Knight, Mr. Smith was a corporate attorney for a national law firm and was the managing partner of its New York office.
Mr. Smith is a member of the Board of Advisors of the Institute for Law and Economics at the University of Pennsylvania. He is also a member of the Duke Law School Global Financial Markets Center Advisory Board. In addition, Mr. Smith serves as the Public and Charitable Services co-chair for Holland & Knight's New York office.
Representative Experience
- Advised fund client in connection with its purchase of a distressed loan
- Represented an investment bank on a fairness opinion in connection with a $77.5 million divestiture by a healthcare company
- Advised an investment bank on a fairness opinion in connection with an internalization transaction
- Represent investment bank on a fairness opinion in connection with a $3 billion public merger transaction
- Represent investment bank on a fairness opinion in connection with a $140 million public merger transaction
- Advised investment bank on a solvency opinion in connection with a $940 million financing and leveraged dividend recapitalization
- Represented several investment banks on fairness opinions in connection with GP-led restructuring transactions, for aggregate transaction value of approximately $4 billion
- Advised investment bank on fairness opinion in connection with a $5 billion SPAC transaction
- Represented investment bank on fairness opinion in connection with a $100 million asset sale transaction
- Advised an investment bank on a fairness opinion in connection with a $900 million public merger transaction
- Advised an investment bank on a fairness opinion in connection with a $40 million acquisition involving a consumer products company
- Advised several investment banks on a number of advisory engagements and updated their investment banking and fairness opinion forms and templates
- Advised an investment bank on a fairness opinion in connection with a $1 billion public merger transaction
- Advised an investment bank on proxy statement disclosure relating to its role as financial advisor on a $37 million reorganization
- Represented an investment bank on a fairness opinion to a special committee in connection with an acquisition
- Represented an investment bank on a solvency opinion in connection with a dividend recapitalization
- Advised an investment bank on a fairness opinion to a special committee in connection with a take-private transaction
- Represented an investment bank on a fairness opinion in connection with the sale by a fund of its interests in two portfolio companies
- Advised several financial institutions on the establishment of fairness opinion committees and related policies and procedures, and on the establishment of M&A platforms
- Represented an investment bank on a solvency opinion in connection with a dividend recapitalization involving a defense and aerospace company
- Advised an investment bank on a fairness opinion in connection with a public merger transaction involving energy and water companies
- Represented an investment bank on a fairness opinion in connection with a Series C preferred stock financing transaction involving a move management company
- Advised an investment bank on a fairness opinion in connection with a cross-border acquisition by a fund of a cold storage facility
- Advised Malvern Bancorp Inc. (NASDAQ: MLVF) on its merger with First Bank (NASDAQ: FRBA)
- Represent public company on a series of corporate venture capital transactions and minority investments
- Represented investment advisory firm in connection with the sale of a minority equity stake to a private equity firm
- Represented a mortgage company on the sale of servicing rights to two purchasers, along with interim servicing agreements
- Advised OCC-regulated bank on the potential acquisition of another OCC-regulated bank
- Advised a venture capital firm on the sale of a portfolio of equity investments to an investment firm
- Advised a family office on several minority investment transactions
- Advised a large global financial services company on its equity investment in a communications infrastructure company
- Represented a large global financial services company on the acquisition of intellectual property assets
- Advised a Korean client on its equity investment in an Israeli healthcare technology company
- Represented a large private equity firm and its transportation management system portfolio company on the acquisition of a transportation claims management software company
- Advised a large global financial services company on the sale of its equity investment in an agricultural company
- Represented a large global financial services company on the sale of its equity investment in a data center solutions company
- Represented a large financial institution on the sale of its equity investment in a healthcare technology company
- Advised a software company on the acquisition of a management system software company
- Represented a commercial bank on its initial public offering (IPO)
- Advised a federal savings bank on cybersecurity matters, corporate governance and various lending transactions
- Represented a large private equity firm on the sale of a transportation management system portfolio company to another large private equity firm
- Represented a large financial institution on the sale of its equity investment in a healthcare company
- Represented a public company on its acquisition of a private communications company
- Advised a large financial services corporation on the sale of several portfolios of equity investments
- Advised a large financial services corporation on the equity portion of the sale of its healthcare financial services business to a financial institution
- Represented a large financial services corporation on the equity portion of the sale of its sponsor finance business to a pension plan investment organization
- Represented a large trust and clearing corporation on its acquisition of a trade processing company
- Represented a broker-dealer group on its acquisition by an investor-services firm in the amount of more than $1 billion
- Represented a private investment firm on its acquisition of a gold mine and mill; on its proposed acquisition of a gold mining company from another mining company; and on its proposed hostile acquisition of a precious metals company
- Advised a global bank on the sale of its international private banking business
- Represented a U.S. investment adviser on the regulatory and compliance issues for business expansion and the acquisition of additional asset management businesses
- Represented a bidder on the sale by auction of a financial services company's broker-dealer subsidiary, ultimately acquired by a financial group
- Represented a financial services client on its proposed acquisition of an international bank's global asset management business
- Represented a financial services client on its proposed acquisition of a Brazilian bank
- Represented the agent on the distressed sale of a medical device company
- Advised a global financial institution on its acquisition of the North American assets of another financial institution
- Advised a global financial institution on its acquisition of a mortgage servicing company
- Advised a global financial institution on its acquisition of a mortgage origination company
- Advised a global financial institution on its acquisition of certain mortgage information technology (IT) assets out of bankruptcy
- Advised a global financial institution on its acquisition of a commodities analytics company
- Advised a global financial institution on its acquisition of two New York Stock Exchange (NYSE)-designated market makers
- Advised a global financial institution on the sale of its mortgage servicing company
- Advised a global financial institution on the sale of a portfolio of commercial real estate assets
- Represent a bank in connection with a loan referral program
- Advised a bank on a series of mortgage loan portfolio sale transactions
- Advised a mortgage company on a warehouse facility and repurchase agreement
- Represented a guarantor in connection with a bridge financing for a mining project
- Represented the initial purchaser and placement agent in the 144A private offering of convertible preferred stock of a mortgage servicing company
- Represented a Canadian sports company regarding certain U.S. matters relating to two financing transactions
- Advised a large financial services corporation on transactions involving its equity platform and investments
- Represented a large global financial services company on its equity investment in an energy project
- Assisted two clients with a joint winning bid to purchase a portfolio of shipping loans with a value of more than $600 million from a financial institution
- Advised a large financial services corporation on its assignment of collateralized loan obligation (CLO) management contracts held by its affiliates to a Nasdaq-listed asset manager in exchange for cash consideration and a minority equity interest consisting of common stock and certain warrants
- Advised a large financial services corporation on its sale of a stake comprised of common stock and warrants
- Represented a government-owned investment and development organization on its minority investments in a private technology company and a private life sciences company
- Advised an international financial institution and a multinational investment fund on their investment of $200 million to acquire a stake in a company held by a Colombian insurance company
- Advised a global securities group on a number of debt and equity securities offerings and financings
- Represented a global investment management firm on the restructuring of the financing of a casino involving the issuance of warrants
- Represented the agent on the restructuring of a bulk shipping company's revolving loan facility
- Advised a financial institution, as dealer, on the first registration of a covered bond program with the U.S. Securities and Exchange Commission (SEC)
- Represented various international funds in connection with a series of loan transactions and equity investments in Africa and China
- Represented Central American clients on the proposed acquisition of common stock representing certain power assets in Central America
- Advised several consortia of banks on joint ventures
- Advised a global financial institution on its structured financing transaction with famous American musician
- Advised a global financial institution on its investment in a fuel-hedging company
- Advised a global financial institution on its investment in an online platform for collateral management
- Advised a litigation finance firm on a financing transaction relating to patent claims
- Represent successor general partner of an infrastructure fund
- Advised a large professional services company on commercial and advisory agreements
- Represented high-end coffee manufacturer on corporate transactions related to its North American expansion
- Advised a financial technology (FinTech) company on its patent application
- Advised the insurance subsidiary of a global business corporation regarding cybersecurity regulatory matters
- Represented a large private equity firm on confidentiality agreements
- Advised a global information services company on matters relating to certain litigation proceedings
- Advised a global investment management firm regarding certain regulatory matters
- Advised two Asian clients regarding potential investment transactions in the U.S.
- Advised a global investment management company regarding certain matters related to a real estate investment
- Advised a large financial institution on its investment in warrants issued by a biotech company
- Advised a large financial institution on its investment in warrants issued by a technology startup
- Advised a renewable energy company on an equity investment by an energy trading company
- Represented various musicians and athletes on corporate and licensing matters
- Advised a contract research organization (CRO) in connection with a potential strategic transaction
- Advised a global producer of natural gas-based fertilizers and industrial chemicals on its public takeover offer for a related construction entity and $1 billion in equity commitments from several asset management companies
- Represented a global services company in an arbitration arising from a post-closing mergers and acquisitions (M&A) dispute
- Advised a provider of "smart" gas, electricity and water meters, on the tender offer for all of its shares by a buyout company
- Advised a global financial institution on various energy-related private equity transactions
Credentials
Education
- Duke University School of Law, J.D., with honors
- Haverford College, B.A., Economics
Bar Admissions/Licenses
- District of Columbia
- New York
Court Admissions
- U.S. District Court for the Southern District of New York
- U.S. District Court for the Eastern District of New York
Memberships
- Lawyers Alliance for New York, Board of Directors
- Institute for Law and Economics, University of Pennsylvania, Board of Advisors, 2012-Present
- Duke University School of Law, Global Financial Markets Center, Advisory Board, 2017-Present
- Practising Law Institute, Faculty Member, 2010-2013
- Association of the Bar of the City of New York Securities Regulation Committee, Annual Conferences Panelist, 2006-2008
- Phi Beta Kappa
Honors & Awards
- Holland & Knight Pro Bono All-Star, 2020