Charles S. Kim

Clients in many industries such as health care and technology rely on Kim’s counsel in some of their most high-stakes securities deals. Kim, co-chair of Cooley’s powerhouse capital market group, has helped nine companies make the leap from privately held to publicly traded this year. He has also helped companies in nearly 30 follow-on offerings in the same time frame.

Kim was a part of a Cooley team advising Jazz Pharmaceuticals plc, a biopharmaceutical company headquartered in Dublin, in a $575 million exchangeable notes offering this summer. Jazz Investments I Ltd., a Bermuda company and Jazz Pharmaceuticals subsidiary, was the issuer, offering $575 million worth of its 1.5 percent exchangeable senior notes in a private financing to qualified institutional buyers.

The fact that the issuer and the parent company were based in different jurisdictions brought challenges, Kim said.

“The notes were actually issued by the Bermuda subsidiary, but they are exchangeable into stock of the Irish parent company and also guaranteed by the Irish parent,” Kim said. “Anytime you are doing a complex cross-border transaction like that, you have to deal with not only the U.S. law but also Bermuda law, as well as Irish law.”

Two investment banks were initial purchasers and resold the notes to institutional buyers. The issuer also granted the initial purchasers a 13-day option to buy up to $75 million worth of notes, instead of the usual 30-day option. The initial purchasers fully exercised this option.

“It was a complex deal structure involving a bought deal on a condensed timeline,” Kim said. “A big part of what we do as capital markets attorneys is help choreograph exactly how these deals are going to play out.”

Banks in capital markets deals are also among his clients. He advised the underwriting syndicates in deals with Mindbody Inc. and Alteryx Inc.

“I work with an amazing Cooley team on every transaction I do,” Kim said. “We check our egos at the door and then we work together to get the best results for our clients.”

— Melanie Brisbon