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(203) 358-0800 x 3322
rbulkeley@dmoc.com
Diserio Martin
1010 Washington Blvd.
Suite 800
Stamford, CT 06901
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J. Russell Bulkeley

PARTNER
Practice Areas

  • Mergers & Acquisitions

  • Corporate Finance and Securities

  • Private Equity

  • Venture Capital and Company Venturing

  • Debt Financing

  • Company Formation

  • Corporate Governance and Fiduciary Obligations

  • SEC and Regulatory Compliance and Reporting

  • General Business Representation

  • Commercial Transactions

Admissions

  • Connecticut

  • District of Columbia

  • New York

Russell Bulkeley is a transactional partner in the Firm’s Corporate and Commercial Practice Group. His practice involves the representation of companies at all stages of development, and consists of advising management and key stakeholders in the structuring, negotiation and implementation of: (i) capital raising activities; (ii) debt financing; (ii) company organization, including formation, equity and control arrangements and restructuring; (iv) strategic and financial M&A, alliances and related transactions; and (v) general commercial and business dealings.

Russell routinely counsels company boards and executives regarding compliance with the corporation and limited liability company laws of Delaware, New York, Connecticut, as well as other jurisdictions, as they relate to the formation, management and conduct of the activities of business entities and the fiduciary obligations to equity owners and others.
In addition to company-side engagement, Mr. Bulkeley represents private equity and company venture funds in connection with their portfolio investments, including providing guidance with respect to investment vehicles, governance, initial and follow-on investments and preferred rounds, mezzanine financing, recapitalizations, exits and regulatory compliance.

Russell also has represented domestic and foreign issuers and dealer-manager/market-makers in a variety of primary and secondary registered securities offerings, going public transactions and related solicitation efforts, and is called upon to instruct his clients in capital market transactions and related securities law compliance and reporting under SEC, FINRA and other regulatory regimes.

Representative Matters

Mergers & Acquisitions, JVs and other Business Alliances

  • Representation of owner/provider of dental and oral surgery business in sale of multiple practice groups to private equity firm, involving retention of minority interest pending earn-out period

  • Representation of toy and game wholesaler in sale of business to foreign strategic buyer

  • Representation of software solutions provider to the life sciences industry in acquisition of software product and related intellectual property assets, as well as overseas R&D team

  • Representation of manufacturer and national distributor of specialty foods in purchase of inventory, distribution rights and brand name

  • Representation of gym owner in the sale of fitness facility and related business assets

  • Representation of international tax and accounting firm in acquisition of CPA practice

  • Representation of consumer finance company engaged in originating and holding for investment automobile finance receivables, in merger with a private equity firm after successful auction process

  • Representation of public diversified natural resource company in proposed divestiture of its construction services business to private equity fund

  • Representation of 0il and gas consortium in the formation of joint venture, involving contribution of oil and gas assets and overseas capital investors

  • Representation of public E&P company in consent solicitation triggered by a change of control event, involving the restructuring of debt and senior credit facility

  • Representation of private equity fund in connection with recapitalization of portfolio company, involving creation of preferred equity and exchange of outstanding debt and equity

  • Representation of liquor manufacturer in joint venture with national distributor, involving supply and distribution contributions, together with funding milestones

Corporate Finance – Company Debt, Equity and Acquisition Funding

  • Representation of companies and private equity in minority, control and follow-on portfolio investments, from initial seed to later series capital rounds in diverse domestic and foreign businesses, including craft beer production, broadband services, medical device manufacturing, LED lighting and retrofitting services, artificial intelligence (AI), telecommunications, software solutions and shared office space

  • Representation of domestic and offshore issuers in exempt private placements of company securities, involving a myriad of industries, including ready-to-wear apparel, offshore fishery, algal biomass, oil and gas exploration and production, solar energy, brewing and ethanol manufacturing, technology, real estate, craft wiskey, automotive & specialty tool manufacturing, retail, medical products, sports entertainment/franchise, health care/personal wellness, gaming software and real estate

  • Representation of Fortune 500 corporation in investment in a provider of enterprise communications solutions, involving navigation of SBA, woman-owned business enterprise (WOBE) and government contracting legal regimes when structuring investment, control and protective investor rights

  • Representation of confectionery manufacturer and retailer in term loan and revolving credit facility secured by its assets and pledge from overseas owner conglomerate

  • Representation of foreign provider of aviation services in syndicated credit facility, secured by transportation contract receivables and aircraft, and involving affiliated guarantors in multiple jurisdictions and IR filings under the Cape Town Convention

  • Representation of provider of turnkey voice, data and video infrastructure support in connection with term note and line of credit, secured by inventory, equipment, fixtures and receivables of borrower and subsidiary, as guarantor, as well as real property

  • Representation of publicly-traded upstream oil and gas companies in acquisition financing, involving placement of senior secured and subordinated debt to institutional buyers pursuant to Rule 144A, and related exchange offer

  • Representation of investor group in acquisition financing of litigation support and document management business, involving senior debt and mezzanine debt and equity

  • Representation of purchaser/operator of motor manufacturing and supply business in bank financing (involving term, revolving loans and mezzanine debt/equity) secured by assets of acquisition target

  • Representation of U.S. and overseas, as borrowers and affiliates of Mexican helicopter operator and guarantor, in multiple aircraft acquisition financings, guaranteed by U.S. ExIm Bank and foreign operators and secured by overseas collateral

Education

  • New York University School of Law, JD

  • University of Arizona, B.A. History with distinction

Honors and Awards

  • Note Author, New York University Journal of International Law and Politics

  • Junior Fellowship, NYU Center for International Law