Alexander T. Yarbrough

Alex is a trusted advisor to businesses across the lifecycle, guiding capital markets transactions, M&A, and corporate governance. He represents domestic and foreign private issuers (FPIs), as well as underwriters, across the full spectrum of securities offerings, including initial public offerings (IPOs), follow‑on public offerings, Rule 144A and Regulation S debt and equity offerings, and private placements such as PIPE transactions. Alex’s work with FPIs includes advising on multijurisdictional offerings, ADR programs, and, where applicable, Canadian MJDS filings.

Drawing on deep deal experience, Alex leads disclosure and diligence workstreams; drafts and reviews registration statements and prospectus materials; and negotiates underwriting, purchase, and subscription agreements. For cross‑border transactions, he coordinates U.S. and local counsel, investment banks, auditors, transfer agents, depositaries, and securities exchanges to align timelines and regulatory requirements. Alex’s capital markets practice also includes shelf registrations and takedowns, at‑the‑market (ATM) programs, convertible and high‑yield debt offerings, and related corporate governance and disclosure considerations.

Alex also provides practical, board‑level counseling to public companies on Exchange Act reporting and disclosure, including Forms 10‑K, 10‑Q, 8‑K, proxy statements, and Section 13/16 compliance for domestic issuers, and Forms 20‑F, 40-F and 6‑K, home‑country governance practices, and exchange‑specific exemptions and disclosures for FPIs. He regularly advises on insider trading policies, disclosure controls and procedures, committee charters and governance frameworks, and Nasdaq/NYSE listing and compliance matters.

Known for business‑forward advice and crisp execution, Alex helps clients — U.S. and international — align transaction strategy, disclosure, and governance with market expectations and long‑term objectives.

• Represented a NYSE-listed provider of cash and valuables management, digital retail solutions, and ATM managed services in connection with an $800 million Rule 144A offering of convertible notes.
• Represented FC Barcelona in its definitive business combination agreement with a publicly traded special purpose acquisition company (SPAC), with a transaction value of the pro-forma company at an estimated enterprise value of approximately $1 billion.
• Represented a bitcoin self-mining company in the completion of a business combination with a publicly traded special purpose acquisition company (SPAC) and listing on Nasdaq.
• Represented a clinical-stage rare disease biopharmaceutical company in the completion of a reverse merger transaction, listing on Nasdaq, and $78.9 million concurrent private placement in public equity (PIPE) offering.
• Represented a Canadian clinical-stage biotechnology company developing targeted therapies in an $80 million public offering of common shares.
• Represented a Canadian clinical-stage biotechnology company developing targeted therapies in an $40.3 million public offering of common shares.
• Represented the underwriters in connection with the initial public offering of a regional bank holding company with gross proceeds of approximately $50.2 million.
• Represented a provider of additive manufacturing and 3D printed technologies in its $20.1 million follow-on public offering and uplisting to Nasdaq.
• Represented a Canadian-based rare earths mining company in an $23.4 million registered direct offering of common shares and concurrent private placement.
• Represented a contract development and manufacturing organization (CDMO) in concurrent public offerings with gross proceeds of $35.6 million.
• Represented a biopharmaceutical company in its $45.2 million initial public offering.
• Represented an underwriter in connection with a $75 million bought deal public offering of common stock.
• Represented a biotechnology company in its initial public offering and subsequent follow-on offering, totaling approximately $20.6 million.
• Represented a specialty health sciences company in its follow-on public offerings totaling $14.2 million and “at-the-market offerings,” totaling $35 million.
• Represented an artificial intelligence driven platform provider and course designer in its initial public offering of $15 million.
• Represented a German-based company in its €30 million Rule 144A offering of ordinary bearer shares in the U.S.

• Best Lawyers in America®: Ones to Watch: Life Sciences Practice (2024-2026)