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Paul S. Kellogg

Senior Attorney
Areas of Practice
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Paul maintains a hybrid practice, advising clients on both corporate finance transactions and litigation disputes.

In his corporate practice, Paul advises on a wide range of transactions, including representing issuers and underwriters in debt and equity offerings. As a litigator, Paul represents clients in all phases of complex commercial disputes at all stages of litigation.

Paul also maintains an active pro bono practice with a focus in impact civil rights litigation. Paul’s experience in this area includes working on the landmark marriage equality case Obergefell v. Hodges from the certiorari phase through argument. In addition, Paul was a critical member of a team representing a class of inmates in the New York City jails in Nunez v. City of New York, which resulted in a landmark settlement agreement regarding the use of force in the jails.

Prior to joining the firm, Paul took part in the New Alternatives Program, working in the special litigation division of the Orleans Public Defenders office, and served as a law clerk for the Honorable Nannette Jolivette Brown of the United States District Court for the Eastern District of Louisiana.

Experience

Capital Markets

  • Represented underwriters in $350 million notes offering by Sixth Street Specialty Lending, Inc.
  • Represented underwriters in $400 million notes offering by FSK KKR Capital Corp.
  • Represented underwriters in $300 million notes offering by Sixth Street Specialty Lending, Inc.
  • Represented underwriters in the $500 million IPO for special purpose acquisition company Ares Acquisition Corp. II
  • Represented sole book-running manager and sole placement agent in $150 million concurrent underwritten public offering and registered direct offering by GeneDx Holdings Corp.
  • Represented underwriters in $300 million bond offering by Bain Capital Specialty Finance.
  • Represented underwriters in $400 million IPO for special purpose acquisition company TPG Pace Beneficial II.
  • Represented underwriters in $285 million IPO for special purpose acquisition company TPG Pace Solutions.
  • Represented underwriters in $450 million IPO for special purpose acquisition company Vector Acquisition Corporation II.
  • Represented underwriters in $250 million IPO for special purpose acquisition company AfterNext HealthTech Acquisition Corp.
  • Represented placement agents in $775 million PIPE issued in connection with the business combination of Soaring Eagle Acquisition Corp. and Ginkgo Bioworks, Inc.
  • Represented sole placement agent in $142 million PIPE issued in connection with the business combination of D8 Holdings Corp. and Vicarious Surgical Inc.
  • Represented placement agents in $855 million PIPE issued in connection with the business combination of RMG Acquisition Corporation II and ReNew Power Private Limited.
  • Represented placement agents in $425 million PIPE issued in connection with the business combination of Falcon Capital Acquisition Corp. and Sharecare, Inc.
  • Represented placement agents in $350 million PIPE issued in connection with the business combination of dMY Technology Group III and IonQ.
  • Represented sole placement agent in $220 million PIPE issued in connection with the business combination of NextGen Acquisition Corp. and Xos, Inc.
  • Represented placement agents in $225 million PIPE issued in connection with the business combination of Cerberus Telecom Acquisition Corp. and KORE Wireless, Inc.
  • Represented placement agents in $150 million PIPE issued in connection with the business combination of Ascendant Digital Acquisition Corp. and MarketWise, LLC.
  • Represented placement agent in $80 million PIPE issued in connection with the business combination of Marquee Raine Acquisition Corp. and Enjoy Technology, Inc.
  • Represented underwriters in $91.3 million common stock offering by Ellington Financial Inc.
  • Represented NFP in connection with numerous secured notes issuances.

Litigation

  • Representing private equity firm and related parties in multiple litigations related to large recapitalization transaction. Successfully obtained dismissal of multiple suits in federal and state courts related to this litigation.
  • Secured complete dismissal in suit against a premier investment bank in connection with litigation arising from its role as a financial advisor in connection with multiple public company merger transactions. Dismissal subsequently confirmed on appeal.
  • Successfully represented former CEO of Delaware company in Delaware Court of Chancery in suit seeking advancement of litigation expenses in separate litigation.
  • Represented a major financial institution in various regulatory inquiries before the SEC, CME, FINRA and other SROs.
  • Secured complete dismissal for biotech company and its two primary founders in suit brought by minority founder seeking award of one-third ownership stake in company.
  • Represented hospital in contractual dispute with MSO. Matter settled on favorable terms.

Areas of Practice