Craig B. Brod’s practice focuses on a wide variety of complex securities, corporate governance and corporate matters.

Craig advises senior management and boards of U.S. and non-U.S. entities on these subjects, including in connection with SEC filings, public and private offerings of securities, transactions and other corporate matters.

Craig represents corporate issuers, investment banks and investors and has extensive experience in the full range of offerings for U.S. and non-U.S. issuers, including initial public offerings, public and private debt and equity financings for established companies, including high yield offerings, and financings in connection with acquisitions and corporate restructurings. His international securities practice has involved global and cross-border financings and exchange listings for issuers domiciled in a wide variety of jurisdictions, including financings for Canadian issuers both within and outside the context of the U.S.-Canadian Multijurisdictional Disclosure System. His issuer counseling experience also extends to a variety of crisis management issues, ranging from accounting restatements to disclosure of cybersecurity incidents.

Craig joined the firm in 1980 and became a partner in 1989.

Notable Experience

  • Alcoa, American Express, American Express Credit Corporation, Atlantic Power, Credit Suisse, The Hartford and Open Text in connection with disclosure matters and numerous capital markets and other transactions.

  • The underwriters in a series of transactions that enabled American International Group (AIG) to re-access the capital markets, including AIG’s “re-IPO” in May 2011 and the largest secondary equity offering in U.S. history in September 2012. The firm’s role in the re-IPO was distinguished as a standout for finance by the Financial Times’ U.S. Innovative Lawyers Report in 2011 and the secondary offering was named “North America Equity Issuance of the Year” by International Financing Review in 2013.  

  • The underwriters, led by Citigroup Global Markets and Goldman Sachs, in $4.7 billion of registered secondary offerings by AIG of ordinary shares of AerCap Holdings N.V.

  • Open Text Corporation in its debut Rule 144A/Regulation S offering of $800 million of senior notes.

  • Open Text Corporation in its $1.165 billion acquisition of GXS Group.

  • The underwriters in a series of debt offerings by Chevron Corporation totaling $15 billion.

  • Genting Hong Kong Limited in the IPO and in over $3 billion of registered secondary offerings of Norwegian Cruise Lines Holdings shares. 

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Selected Activities

  • Visiting Clinical Lecturer in Law at Yale Law School
  • Member of the Advisory Board of the Yale Law School Center for the Study of Corporate Law
  • Member of the Executive Committee of the Yale Law School Association
  • Former Member, Securities Advisory Committee, Ontario Securities Commission

Events

February 23, 2016
2016 Forum for General Counsel: Interactive and Candid Discussions of Real World Challenges (New York)

January 21, 2015
2015 Forum for General Counsel: Interactive and Candid Discussions of Real World Challenges (New York)

November 11, 2014
Transactions, Tactics and Opportunities: Israel and Global Dealmaking (Tel Aviv)

June 24, 2014
Cybersecurity Risk Management Seminar (New York)