John M. Rafferty

John M. Rafferty

Partner

San Francisco, (415) 268-6897

Education

Arizona State University (B.A., 1994)
New York University School of Law (J.D., 1997)

Bar Admissions

California

John Rafferty focuses his practice on representing publicly and privately held companies in a broad range of corporate and securities law matters.  Mr. Rafferty’s practice includes public and private mergers, tender offers, going private transactions and strategic and financial investments. 

His practice also involves extensive experience in a broad range of corporate finance and capital raising transactions, including initial public offerings, primary and secondary offerings, Rule 144A private placements, private equity financings and recapitalizations, and debt and preferred stock financings.

Mr. Rafferty regularly counsels boards of directors of public companies on corporate governance issues, fiduciary duty matters (both generally and in the M&A context), compliance with the U.S. federal securities laws, and compliance with the listing standards of NASDAQ and the New York Stock Exchange. 

He also advises emerging growth companies backed by venture capital and private equity firms on all corporate, transactional and financing matters.

Mr. Rafferty’s transactional and counseling background has involved matters for clients in a broad range of industries, including life sciences and healthcare; technology and Internet-based businesses; communications and media; and retail. 

Representative transactions handled by Mr. Rafferty are listed below.

RE/MAX’s Initial Public Offering
Represented RE/MAX Holdings, Inc. (NYSE: RMAX), a leading franchisor of real estate brokerage services, in its $220 million initial public offering.
Restoration Hardware’s Initial Public Offering
Represented Restoration Hardware Holdings, Inc. (NYSE: RH), the home furnishings retailer, in its $124 million initial public offering in 2012.
LCC International’s Public Offering
Represented LLC International, Inc. (NASDAQ: LCCI), a provider of end-to-end services for wireless networks, in its $28.7 million public offering.
Nanogen’s Public Offering
Represented the placement agents in the $20 million public offering by Nanogen, Inc. (NASDAQ: NGEN), a developer of advanced human diagnostic products.
Central European Distribution Corporation’s Private Placement and Registered Resale Distribution
Represented Central European Distribution Corporation (NASDAQ: CEDC), a leading importer and distributor of alcoholic beverages in Poland, in its private placement of $17.4 million shares of common stock and subsequent registered resale.
Commonwealth of Bahamas’ Issuance of Notes
Represented the Commonwealth of the Bahamas in its issuance of $200 million of 6.625% notes due 2033.
Agrial’s acquisition of Manzana Products
Represented Agrial Group SA, a large French agricultural cooperative, in its acquisition of Manzana Products, an organic apple juice processor.
Popchips Equity Investment by Verlinvest
Represented Sonora Mills Foods, Inc., the maker of the Popchips potato snack brand, in TSG Consumer Products' sale of its equity stake in the company to Verlinvest S.A.
Restoration Hardware's Acquisition by Catterton Partners
Represented Restoration Hardware, Inc., the home furnishings retailer, in its 2008 sale to a group of private equity investors led by Catterton Partners, a private equity firm based in Greenwich, Conn.
Campari's Acquisition of X-Rated Fusion Liqueur
Represented Campari Group, the global beverage company, in its 2007 acquisition of super premium X-Rated Fusion Liqueur, Jean-Marc XO luxury vodka and X-Rated ultra premium vodka.
Ancestry.com's Acquisition of Footnote
Represented Ancestry.com, Inc. (NASDAQ: ACOM), the world's largest family history website, in its 2010 acquisition of iArchives, Inc. and its branded web site, Footnote.com, a leading American History website.
Saba Software’s Acquisition of HumanConcepts
Represented Saba Software, Inc. (NASDAQ: SABA), a leading provider of human resource management software, in its acquisition in 2012 of HumanConcepts LLC, a leading organizational modeling and visualization provider.
WaferGen’s Registered Direct and Private Placement Financings
Represented WaferGen Bio-systems, Inc., a small-cap public company that develops genomic analysis systems, in its registered and private placement offerings completed in 2008 through 2011.
VIA Pharmaceuticals’ Financing Transactions
Represented special committee of the board of directors of VIA Pharmaceuticals, Inc., a development stage biotechnology company focusing on the treatment of cardiovascular and metabolic diseases, in connection with a series of investments made by Bay City Capital in VIA Pharmaceuticals.
Viator Preferred Stock Financing
Represented Viator, Inc., a travel tour website that is backed by The Carlyle Group, in the company's Series B preferred stock financing.
Streetline Preferred Stock Financings
Represented Streetline, Inc., a provider of vehicle sensor systems for street parking management that is backed by Sutter Hill Ventures, in the company's preferred stock financings.
Campari's Acquisition of Lascelles deMercado & Co.
Represented Campari Group, the global beverage company, in its 2012 acquisition of Jamaican rum maker Lascelles deMercado & Co., whose brands include Appleton Estate and Wray & Nephew, for approximately $415 million.
Acquisition of Sega Video Games by Take-Two Interactive
Represented Sega Corporation, the video game software and hardware company, in the sale of its 2K sports series of video games to Take-Two Interactive, Inc., the developer of video games such as the Grand Theft Auto series.
Acquisition of Integrated Flow Systems by American Integration Technologies
Represented Integrated Flow Systems, LLC, a manufacturer of subsystems for the semiconductor industry, in its acquisition by American Integration Technologies, LLC.
RE/MAX’s Initial Public Offering
Represented RE/MAX Holdings, Inc. (NYSE: RMAX), a leading franchisor of real estate brokerage services, in its $220 million initial public offering.
Restoration Hardware’s Initial Public Offering
Represented Restoration Hardware Holdings, Inc. (NYSE: RH), the home furnishings retailer, in its $124 million initial public offering in 2012.
LCC International’s Public Offering
Represented LLC International, Inc. (NASDAQ: LCCI), a provider of end-to-end services for wireless networks, in its $28.7 million public offering.
Nanogen’s Public Offering
Represented the placement agents in the $20 million public offering by Nanogen, Inc. (NASDAQ: NGEN), a developer of advanced human diagnostic products.
Central European Distribution Corporation’s Private Placement and Registered Resale Distribution
Represented Central European Distribution Corporation (NASDAQ: CEDC), a leading importer and distributor of alcoholic beverages in Poland, in its private placement of $17.4 million shares of common stock and subsequent registered resale.
Commonwealth of Bahamas’ Issuance of Notes
Represented the Commonwealth of the Bahamas in its issuance of $200 million of 6.625% notes due 2033.
Agrial’s acquisition of Manzana Products
Represented Agrial Group SA, a large French agricultural cooperative, in its acquisition of Manzana Products, an organic apple juice processor.
Popchips Equity Investment by Verlinvest
Represented Sonora Mills Foods, Inc., the maker of the Popchips potato snack brand, in TSG Consumer Products' sale of its equity stake in the company to Verlinvest S.A.
Restoration Hardware's Acquisition by Catterton Partners
Represented Restoration Hardware, Inc., the home furnishings retailer, in its 2008 sale to a group of private equity investors led by Catterton Partners, a private equity firm based in Greenwich, Conn.
Campari's Acquisition of X-Rated Fusion Liqueur
Represented Campari Group, the global beverage company, in its 2007 acquisition of super premium X-Rated Fusion Liqueur, Jean-Marc XO luxury vodka and X-Rated ultra premium vodka.
Ancestry.com's Acquisition of Footnote
Represented Ancestry.com, Inc. (NASDAQ: ACOM), the world's largest family history website, in its 2010 acquisition of iArchives, Inc. and its branded web site, Footnote.com, a leading American History website.
Saba Software’s Acquisition of HumanConcepts
Represented Saba Software, Inc. (NASDAQ: SABA), a leading provider of human resource management software, in its acquisition in 2012 of HumanConcepts LLC, a leading organizational modeling and visualization provider.
WaferGen’s Registered Direct and Private Placement Financings
Represented WaferGen Bio-systems, Inc., a small-cap public company that develops genomic analysis systems, in its registered and private placement offerings completed in 2008 through 2011.
VIA Pharmaceuticals’ Financing Transactions
Represented special committee of the board of directors of VIA Pharmaceuticals, Inc., a development stage biotechnology company focusing on the treatment of cardiovascular and metabolic diseases, in connection with a series of investments made by Bay City Capital in VIA Pharmaceuticals.
Viator Preferred Stock Financing
Represented Viator, Inc., a travel tour website that is backed by The Carlyle Group, in the company's Series B preferred stock financing.
Streetline Preferred Stock Financings
Represented Streetline, Inc., a provider of vehicle sensor systems for street parking management that is backed by Sutter Hill Ventures, in the company's preferred stock financings.
Campari's Acquisition of Lascelles deMercado & Co.
Represented Campari Group, the global beverage company, in its 2012 acquisition of Jamaican rum maker Lascelles deMercado & Co., whose brands include Appleton Estate and Wray & Nephew, for approximately $415 million.
Acquisition of Sega Video Games by Take-Two Interactive
Represented Sega Corporation, the video game software and hardware company, in the sale of its 2K sports series of video games to Take-Two Interactive, Inc., the developer of video games such as the Grand Theft Auto series.
Acquisition of Integrated Flow Systems by American Integration Technologies
Represented Integrated Flow Systems, LLC, a manufacturer of subsystems for the semiconductor industry, in its acquisition by American Integration Technologies, LLC.

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