Rakesh Gopalan Partner

Rakesh is a corporate and securities lawyer, with extensive experience in complex technology and outsourcing deals, public company securities issuances and reporting requirements, private- and public-company mergers and acquisitions, and other corporate and transactional matters. He is actively involved in diversity and inclusion efforts within the firm and the legal community, including through his work as a founding member and current board member of the Charlotte Asian Pacific American Bar Association.

The technology transactions portion of his practice focuses on representing companies of all sizes, both on the vendor and customer sides, with respect to transformative information technology (ITO) and business process outsourcing (BPO) and insourcing, enterprise resource system deployment and restructuring, cloud-computing solutions, software and other licensing arrangements (including open-source components, shrink-wrap and click-wrap agreements), Internet service provision, Wi-Fi, software-as-a-service (SaaS), and other vendor and supply chain procurement matters.

Rakesh’s securities practice includes advising on a broad range of securities matters, representing both issuers and underwriters in initial public offerings, follow-on offerings of debt, equity, derivative and hybrid securities, private investments in public equity (PIPE) transactions and tender and exchange offers. He also advises public companies in connection with their periodic and annual reporting, proxy statements, board and committee governance issues, and Section 16 and insider trading matters.

Rakesh also maintains an active M&A and corporate practice, with experience leading merger and acquisition transactions, private placements, strategic investments, complex commercial and supply chain matters, and other transactions relating to the acquisition or disposition of businesses, assets and intellectual property.

He is passionate about diversity and inclusion issues within the legal community. In addition to his service on the local Charlotte Asian bar association, he is the chair of the firm’s Asian Pacific Lawyers Network, and is a former fellow and alumni board member of the Leadership Council on Legal Diversity, co-chair of a Charlotte diversity clerkship program, and a member of the local bar’s D&I committee. Rakesh also served on the Alumni Council of the Washington & Lee University School of Law, and is a member of the board of directors of Girls on the Run International.

 

Experience

Technology & Outsourcing Transactions

Representation of a publicly-traded multinational financial services company in its $1 billion+ technology licensing and services agreement for an enterprise-wide financial information and trading platform.

Representation of the producer of several well-known consumer beverage brands in a $30m+ application services (maintenance and development) outsourcing transaction.

Representation of a food and beverage company in connection with a $100m+ information technology (end user and data center) outsourcing transaction.

Representation of one of the world’s largest beverage manufacturers in connection with a multi-million dollar network integration and business process outsourcing transaction.

Representation of a leading technology distributor company in a $60m+ information technology outsourcing transaction with International Business Machines Corporation (IBM), leading negotiations with multiple vendors for an eventual master agreement a single down-selected vendor.

Representation of one of the world’s largest beverage manufacturers in connection with a multi-million dollar information technology and business process outsourcing transaction.

Representation of life insurance company in a business process outsourcing transaction related to new product development and administration services, leading negotiations with multiple vendors for an eventual master agreement a single down-selected vendor.

Representation of a leading multinational manufacturer of concrete and clay building products in connection with an information technology outsourcing transaction.

Representation of a global media services and publishing company in connection with a $55 million transformative business process and information technology outsourcing transaction.

Representation of an international telecommunications provider in drafting and negotiating an agreement for a $500 million IT outsourcing.

Representation of an international publishing company in negotiating and finalizing a process outsourcing transaction.

Representation of a large engineered products manufacturer in connection with a multi-million dollar information technology outsourcing transaction.

Representation of a publicly-traded holding company for insurance, reinsurance and investment operations in connection with its human resources and payroll services outsourcing transaction with a global provider of end-to-end human resources outsourcing (HRO) services.

Representation of Diamond Orthopedic, a medical device company offering revolutionary technology for orthopedic applications worldwide, in its $3.5 million seed round funding led by MagnaSci Fund L.P.

Representation of companies of all sizes relating to technology, licensing, and consulting services agreements, including advice on corporate structuring and private placements.

Representation of cable, high-speed online and digital phone services company in the negotiation and drafting of complex commercial contracts, including for commercial services, subscriber services and sponsorship arrangements.

Representation of a large manufacturer in connection with technology and licensing matters.

Representation of a group of medical device companies in connection with licensing, corporate structuring and commercial contracting.

Corporate and Securities Transactions and Representations

Representation of National Securities Corp. and Craig-Hallum Capital Group as placement agents’ counsel in connection with a $21.6 million private placement (PIPE) of Class B common stock by RumbleOn, Inc. (Nasdaq: RMBL), a disruptive e-commerce platform focused on the motorcycle and power boat market.

Representation of ExlService Holdings, Inc. (Nasdaq: EXLS), a leading operations management and analytics company, in a strategic private placement (PIPE) transaction in which EXL issued $150 million aggregate principal amount of 3.50% convertible senior notes to The Orogen Group, a private company created by former Citigroup CEO Vikram Pandit and Atairos.

Current and prior representation of several publicly-traded companies in connection with securities issuances and reporting requirements, including: EXLService Holdings, Inc. (Nasdaq: EXLS), Biofrontera AG (Nasdaq: BFRA), Harris Teeter Supermarkets, Inc. (NYSE: HTSI), Unifi, Inc. (NYSE: UFI), Bank of America Corporation (NYSE: BAC), PNM Resources, Inc. (NYSE: PNM) and Airborne Wireless Network (OTC: ABWN).

Representation of National Securities Corporation as underwriters’ counsel in connection with a follow-on public offering of common stock by RumbleOn Inc. (Nasdaq: RMBL), an e-commerce platform that allows consumers and dealers to buy, sell, trade and finance pre-owned vehicles with an emphasis on motorcycles and other powersports.

Representation as underwriters’ counsel of National Securities Corporation, as representative of the underwriting syndicate, in connection with a follow-on public offering of common stock by Checkpoint Therapeutics, Inc. (Nasdaq: CKPT), a clinical-stage immune-oncology biopharmaceutical company.

Representation of ExlService Holdings Inc. (Nasdaq: EXLS), a leading operations management and analytics company, in its investment in Corridor Platforms, a proprietary risk management platform.

Representation of ExlService Holdings, Inc. (Nasdaq: EXLS), an operations management and analytics company, in its purchase of substantially all of the assets of Health Integrated, Inc., a Tampa-based healthcare analytics firm.

Representation of Biofrontera AG (Nasdaq: BFRA), an international biopharmaceutical company, as issuer’s counsel in its U.S. initial public offering of American Depositary Shares and subsequent trading on Nasdaq.

Representation of National Securities Corporation as underwriters’ counsel in connection with a follow-on public offering of common stock by Senseonics Holdings, Inc. (NYSE: SENS), a medical technology company focused on commercializing glucose monitoring products.

Representation of Northland Securities, Inc. as the sole bookrunner in connection with a follow-on public offering and Nasdaq uplist by AMERI Holdings, Inc., a provider of SAP cloud and digital enterprise services.

Representation of public companies regarding regulatory obligations including compliance with Sarbanes-Oxley Act, Dodd-Frank Wall Street Reform and Consumer Protection Act and related matters.

Representation of a Fortune 50 financial services issuer in connection with multiple shelf registrations and sales of debt and equity securities. 

Representation of Fortune 500 food retail company in general corporate and ongoing securities matters, followed by $2.4 billion sale to a Fortune 50 company.

Representation of the underwriting syndicate in connection with a $500 million At-the-Market common stock offering of shares of common stock of American Realty Capital Properties, Inc.

Representation of J.P. Morgan Securities LLC and Citigroup Global Markets, Inc., as representatives of a syndicate of underwriters, in connection with the registered public offering of $310 million of convertible senior notes of American Realty Capital Properties, Inc.

Representation of Barclays Capital Inc. and Citigroup Global Markets, Inc., as representatives of a syndicate of underwriters, in connection with the registered public offering of $690 million of two series of convertible senior notes of American Realty Capital Properties, Inc. 

Representation of JMP Securities LLC and Ladenburg Thalmann & Co. Inc., as representatives of the underwriting syndicate, in connection with an underwritten firm commitment initial public offering of shares of Class A common stock of RCS Capital Corporation, a NYSE-listed company that provides wholesale broker-dealer, investment banking and capital markets, transaction management and transfer agency services.

Representation of the underwriters and joint book-running managers Rodman & Renshaw, a unit of H.C. Wainwright & Co., LLC and Joseph Gunnar & Co., LLC in the U.S. initial public offering of American Depositary Shares and warrants of Oasmia Pharmaceutical AB (NASDAQ: OASM)

Representation of public companies in connection with determining compliance obligations for SEC’s conflict minerals rule.

Representation of a private equity fund in its purchase of an environmental services company and subsequent add-on business acquisitions.

  • Washington and Lee University School of Law, JD, cum laude, 2006
  • University of Virginia, BA, 2002

Chair, McGuireWoods Asian Pacific Lawyer Network

Board of Directors, Girls on the Run International

Board of Directors, Charlotte Asian Pacific American Bar Association

Alumni Council, Leadership Council on Legal Diversity

2015 Fellow, Leadership Council on Legal Diversity

Board of Directors, Community Building Initiative, 2014-2015

Law Council, Washington and Lee University School of Law Alumni Association, 2012-2016

Co-chair, Charlotte Legal Diversity Clerkship Program, 2010-2012

Member, Diversity & Inclusion Committee, Mecklenburg County Bar, 2010-2013

  • North Carolina

Named a "next generation lawyer," Technology: Transactions, Legal 500 US, 2018

Selected for inclusion as a "Leading Lawyer," Technology: Transactions, North Carolina, Legal 500 US, 2016-2018

Named to "North Carolina Rising Stars," Business/Corporate, 2014, 2015; Technology: Transactions, 2016-2019, Super Lawyers, Thomson Reuters

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