Richard A. Friedman

Richard A. Friedman is a partner in the Corporate Practice Group in the firm's New York office and a member of the Blockchain Technology and Digital Assets team.

Areas of Practice

Richard is principally engaged in the practice of Corporate and Securities Law, with a concentration on public offerings and private placements. His extensive experience includes initial public offerings (IPOs) (including SPAC IPOs on behalf of issuers and underwriters), reverse mergers (both domestic and foreign companies), secured and unsecured private equity financing transactions (PIPEs), as well as registered direct offerings (RDs) and shelf offerings. He also represents publicly-held companies with their 1934 Act reporting obligations and with NASDAQ, AMEX, NYSE and other exchange listing and compliance matters. In addition, he represents both public and private companies with a wide variety of corporate transactions, including mergers and acquisitions, joint ventures, employment and shareholder agreements, and the formation of private equity hedge funds. Richard’s practice also involves representation of Broker-Dealers and Registered Individuals in a wide array of matters, including ongoing compliance, regulatory inquiries and disciplinary proceedings before governmental and self-regulatory organizations, such as the SEC, FINRA, NYSE and State Securities Commissions.

Experience

Recent Representative Transactions

• Representing Underwriter in connection with proposed $150 million SPAC Initial Public Offering – to be filed March 2021
• Representing the Underwriter in connection with proposed $100 million SPAC Initial Public Offering – to be filed March 2021
• Representing Issuer in connection with its proposed Initial Public Offering and listing on Nasdaq (Technology Company) – to be filed March 2021
• Representing Issuer in connection with its proposed Initial Public Offering and listing on Nasdaq (Higher Education Company) - filed March 2021
• Representing Issuer in connection with its proposed Initial Public Offering and listing on Nasdaq (Biotechnology Company) – to be filed April 2021
• Representing Issuer in connection with its proposed Initial Public Offering and listing on Nasdaq (Medical Device Company) – to be filed June 2021
• Goal Acquisitions Corp. (NASDAQ: PUCK) - Represented Issuer in its $225 million SPAC Initial Public Offering and listing on Nasdaq

• FoxWayne Enterprises Acquisition Corp. (NASDAQ: FOXWU) - Represented Issuer in its $57.5 million SPAC Initial Public Offering and listing on Nasdaq

• MICT, Inc. (NASDAQ: MICT) – Represented Placement Agent in connection with Registered Direct Offerings of Common Stock and Warrants totaling $114.0M

• Sovryn Holdings, Inc. – Represented Issuer in connection with Reverse Merger in to OTCQB listed company (Madison Technologies, Inc - OTCQB: MDEX) completed simultaneously with $16.5M Secured Convertible Note Financing and execution of Asset Purchase Agreement related to the purchase of the licenses and Federal Communications Commission authorizations to the KNET-CD and KNLA-CD Class A television stations. 

• Ameri Holdings, Inc. (NASDAQ: AMRH) – Represented NASDAQ listed Issuer in connection with Tender-Offer/Spin-Off Transaction
• iAnthus Capital Holdings, Inc. (OTC Pink: ITHUF) – Representing Canadian Issuer in connection with its Registration as a Reporting Issuer in the U.S.
• GrowGeneration Corp. (NASDAQ: GRWG) – Represented Issuer in connection with its listing on the OTCQB Market
• Hancock Jaffe Laboratories, Inc. (NASDAQ: HJLI) – Represented Underwriter in connection with a $41.4M Public Offering of Common Stock and Warrants
• Genprex, Inc. (NASDAQ: GNPX) – Represented Issuer in connection with a $17.5 Follow-on Public Offering of Common Stock and Registered Direct Offerings of Common Stock totaling $45.0M
• India Globalization , Inc. (NYSEAmerican: IGC) – Represented Placement Agent in connection with a $75.0M At-The-Market Offering of Common Stock
• Luokung Technology Corp. (NASDAQ: LKCO) – Represented Placement Agent in connection with a $100.0M Registered Direct Offering of Common Stock and Warrants
• WiMi Hologram Cloud, Inc. (NASDAQ: WIMI) – Represented Joint Book-Running Managers in connection with an $61.8M Follow-On Public Offering of American Depositary Shares
• Senmiao Technology Limited (NASDAQ: AIHS) – Represented Underwriter in connection with an $6.0M Follow-On Public Offering of Units
• AnPac Bio-Medical Science Co., Ltd. (NASDAQ: ANPC) – Represented Underwriters in connection with an $16.0M Initial Public Offering of Common Stock and Listing on The Nasdaq Capital Market
• Delta Technology Holdings Ltd. – Represented target company in connection with DeSPAC transaction with CIS Aquisition Ltd. in a transaction valued at approximately $60 Million. Transaction involved an off-shore (BVI) SPAC and off-shore (BVI) target that had wholly-owned subsidiaries that were incorporated and operated in Hong Kong and PRC.

Honors

Top Rated Securities & Corporate Finance Attorney, Super Lawyers, 2016-2017

Articles

• "IPO Boom Offers Opportunities For Small Companies," Law360, April 5, 2017

Law of the Ledger: Blockchain Law Blog Posts

• "Recent Development in Regulatory Enforcement of Digital Securities," September 12, 2018 
• "SEC Declares Ether Is Not a Security," June 14, 2018 
• "Tokenalysis," April 1, 2018 

Cannabis Law Blog Posts

• "Reclassifying Cannabis as a Schedule III Substance – Will the DEA Agree?," August 31, 2023

Corporate and Securities Law Blog Posts

• "SEC Announces Charges Against Insiders for Reporting Failures and Adopts Amendments to Schedule 13D and 13G Report Filing Timelines," October 16, 2023
• "Nasdaq, FINRA and NYSE Issue Warnings of Small-Cap IPO Fraud," November 18, 2022
• "House Passes Bill Requiring SEC to Define Mandatory ESG Metrics," June 22, 2021

• "SEC Going Cyber-Hunting for ESG-Related Misconduct," March 8, 2021

• "SEC Adopts Rule Amendments Aimed at Expanding Access to Capital," November 16, 2020

• "Exchange Relief: NYSE Provides Partial Waiver for Shareholder Approval of PIPE Transactions; Nasdaq Provides Relief Regarding Continued Listing Requirements," April 21, 2020

• "Coronavirus and Guidance on SEC Disclosures," April 3, 2020

• "Gauging Interest: SEC Votes to Approve Proposal to Expand “Test-the-Waters” Rules," October 2, 2019 
• "The Effects of the SEC Shutdown on the Capital Markets," January 18, 2019
• "Recent Development in Regulatory Enforcement of Digital Securities," September 13, 2018 
• "SNAP IPO Debuts On NYSE," March 2, 2017

Media Mentions

Speaking Engagements

• Panelist, "Accessing North American Markets and Investors,” Planet MicroCap Showcase, Las Vegas, NV, 2019
• Speaker, "Dialogue With the Regulators - Navigating Blockchain & Fintech," November 5, 2019
• Panelist, "Disruptive Financing - Regulatory and Legal Issues to Consider for ICOs and Token Sales," Planet MicroCap Showcase, Las Vegas, NV, 2018
• Speaker, “Assessing the Increased Use of Social Media by Public Companies,” Deal Flow Media 2011 PIPEs Conference, New York, New York, November 1, 2011
• Moderator, “Frontier Markets: Exploring International Deals Outside of the U.S. and China,” Deal Flow Media 2010 Reverse Merger Conference, Toronto, Canada, June 29, 2010
• Moderator, “Other Regional Investment Opportunities: Innovative Ideas in Asia,” Deal Flow Media 2009 International PIPEs Conference & Roadshow, Shanghai, China, March 23-25, 2009
• Panelist, “Cambodia & Vietnam: Are These Other Opportunities Like China?,” Deal Flow Media 2008 International PIPEs Conference, Hong Kong, China, April 8-10, 2008
• Speaker, “The Law and Compliance with U.S. Securities Regulations,” Going Public, LEA Management Group LLC/The Vietnam Stock Exchange, Ho Chi Minh City, Vietnam, December 1, 2007
• Moderator, “SEC Landmines in PIPE Transactions,” The 6th Annual Industry Summit on PIPEs, New York, New York, January 25-26, 2007
• Speaker, “New SEC Rules & Addressing Regulatory Obstacles,” Deal Flow Media 2006 Reverse Merger Conference, San Francisco, California, February 1, 2006

Events

Memberships

Federal Regulation of Securities Committee - American Bar Association