Brandon J. Bortner
Partner, Corporate Department
Washington, D.C.Phone: 1(202) 551-1840
Brandon Bortner is a partner in the Securities and Capital Markets practice, based in the firm’s Washington, D.C. office. Brandon practices corporate and securities law, with an emphasis on capital markets transactions, public and private financings, and public company representation. On capital markets matters, Brandon regularly advises issuers, investors, sponsors, and investment banks in public and private equity-based financings, debt and hybrid corporate finance transactions, including convertible securities, restructurings, and other financing transactions.
A significant portion of his practice involves general corporate work for ongoing clients on matters such as SEC reporting compliance, securities and disclosure issues, and corporate governance matters.
Brandon also has extensive experience with alternative financings, including Private Investments in Public Equity (PIPEs), tax-advantaged IPO structures, Real Estate Investment Trusts (REITs), at-the-market (ATM) programs, convertible and non-convertible preferred stock, and investment grade and high-yield debt securities.
- The Legal 500 USA, Capital Markets: Equity Offerings (2022)
- The Legal 500 USA, Real Estate Investment Trusts (REITS) (2022)
- The Legal 500 reported from client testimonials that Brandon Bortner is "responsive, decisive, creative and practical." Bortner was noted for having driven "an IPO process as underwriter’s counsel when issuer’s counsel should have been taking the lead but was absent or behind for much of the transaction – advised on disclosure around complex capital structure of the issuer – without Brandon we would never have moved the deal forward."
- Georgetown University Law Center, JD, 2004
- Washington & Lee University, BA, 2000
Mr. Bortner’s recent client successes include representing:
- 2U, Inc. in its $330 million Rule 144A convertible senior notes offering and capped call, as well as its underwritten $310 million follow-on equity offering
- 2U, Inc. in its $750 million acquisition of Trilogy Education and related $200 million direct lender term loan financing
- Teladoc Health in its Rule 144A offerings of: (i) $1.0 billion 1.25% convertible senior notes and (ii) $287.5 million 1.375% convertible senior notes, as well as its $400 million follow-on offering
- Emerald Holding in its $400 convertible preferred stock PIPE
- General Motors Financial Company, Inc. in its underwritten offerings of: (i) $500 million fixed rate reset Series C preferred stock offering; (ii) $2.5 billion multi-tranche senior notes; (iii) $2.0 billion multi-tranche senior notes; (iv) $1.5 billion 5.200% Senior Notes due 2023; (v) $1.25 billion 2.900% Senior Notes due 2025; (vi) $1.25 billion 3.550% Senior Notes due 2022; (vii) $2.5 billion $2.0 billion multi-tranche senior notes; (viii) $1.35 billion multi-tranche senior notes; and (ix) $500 million fixed-to-floating Series B preferred stock offering
- DXC Technology Company in its underwritten offerings of: (i) $1.0 billion multi-tranche senior notes; (ii) €650,000,000 1.750% Senior Notes due 2026; and (iii) £250,000,000 2.750% Senior Notes due 2025
- DXC Technology Company in its offer to exchange all outstanding Enterprise Services LLC 7.45% Senior Notes due 2029 and related consent solicitation
- CoreSite Reality Corp. in multiple 4(a)(2) senior notes offerings
- CoreSite Reality Corp. and The Carlyle Group in multiple underwritten secondary block trades
- Lindblad Expeditions Holdings, Inc. in its $85 million convertible preferred stock PIPE
- Underwriters in a global energy company’s offerings of: (i) €4.5 billion multi-tranche senior notes; (ii) $10.75 billion multi-tranche senior notes; and (iii) $8.5 billion multi-tranche senior notes
- Multiple venture round financings for FiscalNote Holdings, Inc.
- The Carlyle Group in its $435 million convertible preferred stock PIPE in WildHorse Resource Development Corporation
- AIT Therapeutics, Inc. in its common stock PIPE offering
- Selecta Biosciences, Inc. in its common stock PIPE offering
- Pint Pharma International S.A. in its PIPE and collaboration agreement with Onconova
- Adimab, LLC in its holding company restructuring and related financing
- Clearside Biomedical, Inc., CommScope Holding Company, Inc. and Selecta Biosciences, Inc. in their initial public offerings
- Underwriters in initial public offerings by Ra Pharmaceuticals, Inc., Intellia Therapeutics, Inc., and Eloqua, Inc.