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Richard A. Goldberg has a broad practice that includes transactional work and the representation of public companies and their boards of directors. He advises on a broad range of financings, mergers and acquisitions and debt restructurings. In particular, Mr. Goldberg has represented issuers in high yield financings, mezzanine investments, PIPEs, and equity financings, including initial public offerings. Mr. Goldberg has also counseled issuers, private equity firms and investment banks on proxy contests, hostile and friendly tender offers, self-tenders, joint ventures, exchange offers, going private transactions, spin-offs, acquisition transactions involving troubled companies, and consensual and distressed restructuring transactions inside and outside of bankruptcy. He has notable experience with clients in many industries, including gaming, healthcare, life sciences, gaming, structure finance, real estate, technology and apparel.

Mr. Goldberg is widely published and frequently lectures on topics involving mergers and acquisitions and federal securities laws. He serves as the chair of the Practising Law Institute's program on mergers and acquisitions.

Significant Representations

Representative transactions that Mr. Goldberg has recently handled include:

  • Representation of Inhibitex, Inc. (NASDAQ: INHX) in its $2.5 billion sale to Bristol-Myers Squibb.
  • Representation of Portfolio Recovery Associates (NASDAQ: PRAA) in the 144A offering of $287.5 million in convertible notes.
  • Representation of Bluefly, Inc. (NASDAQ: BLFY) in its sale to Clearlake Capital.
  • Representation of Griffon Corporation (NYSE: GFF) in the 144A offering of $550 million in senior notes.
  • Representation of The Lightstone Group and Arbor Realty Trust in their $8 billion acquisition of Extended Stay Hotels from The Blackstone Group.
  • Representation of Greektown Superholdings in the $385 million 144A offering of senior secured notes.
  • Representation of a group of bondholders in the $600 million acquisition of Greektown Casino in a chapter 11 proceeding.
  • Representation of Steel Partners in the $300 million recapitalization of indebtedness of its portfolio company, WHX Corporation (NASDAQ: WXCO).
  • Representation of Griffon Corporation (NYSE: GFF) in the 144A offering of $100 million in convertible notes.
  • Representation of Bluefly, Inc. (NASDAQ: BFLY) in a series of convertible note and equity financings by Soros Private Equity Partners, Rho Ventures, Maverick Capital and Prentice Capital.
  • Representation of Goody’s Family Clothing (NASDAQ:GDYS) in its $300 million sale to Prentice Capital and GMM Capital Management.
  • Representation of Cantor Fitzgerald and eSpeed, Inc (NASDAQ: ESPD) in connection with their formation of a joint venture with Williams Energy, Coral Energy, Dominion Energy, Axia Energy, TXU Energy and Dynegy.
  • Representation of Angelo Gordon and Eureka Capital in their acquisition of National Home Health Care (NASDAQ: NHHC).
  • Representation of the principal shareholder in connection with the $500 million sale of ILC Industries, a leading defense industry manufacturer, to Behrman Capital.
  • Representation of shareholder group in recapitalization and emergence from bankruptcy of Hawaiian Airlines (NASDAQ: HA).


Queens College, The City University of New York, B.A., 1974
Vermont Law School, J.D., 1978, Cum laude, editor of the Vermont Law Review, member of the National Moot Court Team

Bar Admissions/Qualifications

New York