Andrea Basham advises domestic and international clients on corporate governance and securities law matters.

Her practice focuses on disclosure and ongoing reporting obligations of public companies and public and private offerings of securities in the United States and elsewhere. She also advises on securities law and reporting aspects of mergers and acquisitions involving public companies.

Andrea is actively involved in the firm’s knowledge management efforts with respect to capital markets transactions and changes and developments in securities regulation. She also plays a primary role in the training and development of the firm’s corporate lawyers across practice areas.

Andrea joined the firm in 2002. As an associate from 2002 through 2006, her practice focused on international corporate and financial transactions, with particular emphasis on transactions involving the firm’s Latin American clients. Andrea rejoined the firm in 2012, became a senior attorney in 2014 and became counsel in 2018.

Notable Experience

  • Advises numerous domestic and international clients on corporate governance and securities offering related matters, including  MercadoLibre, The Hartford Financial Services Group, Carbo Ceramics, American Express, Temasek Holdings, Goldman Sachs, OpenText, Pemex and others.

  • Regular counsel to MercadoLibre on corporate governance, SEC reporting and financing matters, including the $1.4 billion registered sale by eBay of its equity interest in MercadoLibre and MercadoLibre’s recent entry into multiple capped call transactions.

  • Advised on several recent foreign private issuer U.S. registered IPOs, including LINE Corporation’s dual-listed U.S.-Japan IPO and the IPOs of Argentine companies Central Puerto and Grupo Supervielle.

  • Brookfield Asset Management in its multi-tranche investment of up to $400 million in Hospitality Investors Trust, a public REIT, including a novel structure in which Brookfield made its PIPE investment directly into the operating subsidiary of the REIT.

  • Temasek Holdings in connection with its $454 million equity investment in Univar Inc.

  • The Hartford in its $500 million offering of senior notes and other financing transactions.

  • Stanley Black & Decker in its $1.4 billion sale of its Hardware & Home Improvement Group to Spectrum Brands Holdings.

  • Stanley Ventures, the venture capital arm of Stanley Black & Decker, in 13 minority investments in preferred stock including in ARIX Technologies, Viakoo, and Humavox.

  • Suntory in its $16 billion acquisition of Beam.

  • OCI N.V. in its proposed $8 billion combination with CF Industries.

  • The Coca-Cola Company in the $28 billion combination of Coca‑Cola Enterprises, Iberian Partners and Erfrischungsgetränke to form Coca-Cola European Partners.

  • Medtronic in its $42.9 billion acquisition of Covidien.

See More

Publications

A Look Under the Hood of Spotify’s Direct Listing,”Harvard Law School Forum on Corporate Governance and Financial Regulation, April 26, 2018 (co-author).

SEC Proposes to Modernize and Simplify Disclosure Requirements for Public Companies,” (October 16, 2017).

“FAST Act Amendments to the U.S. Securities Laws,”Harvard Law School Forum on Corporate Governance and Financial Regulation, January 16, 2016 (co-author).

“New SEC Staff Guidance on General Solicitation,” Review of Securities and Commodities Regulation, November 4, 2015.

“Private Offerings: SEC Liberalizes the Rules but also Proposes New Requirements,”VC Experts, October 23, 2013.