Partner

Kimberly K. Rubel is a partner and vice chair of the firm’s Corporate & Securities Practice Group. Kim focuses her practice on securities transactions, public company counseling, board committee counseling and institutional private placements.

Securities Transactions.  Kim has counseled issuers in public and private offerings of equity, debt and convertible securities. She has also advised investment banks and underwriters in public securities offerings and as financial advisors. Representative transactions include:

• $120 million public offering of equity for an offshore insurance company; 
• $290 million private placement of common shares and warrants for a publicly traded offshore insurance company;
• $112 million initial public offering and $200 million offering of primary and secondary shares for a clinical software and information solutions provider; 
• public offerings of $2.3 billion of senior notes for a national retail drugstore chain; 
• Rule 144A offerings of $2.5 billion of notes for a multinational diversified manufacturer;  
• Rule 144A offering of $240 million of convertible subordinated notes for a telecommunications products manufacturer; and
• $50 million private placement of convertible senior notes for an electronic components manufacturer.

Public Company Counseling.  A considerable part of Kim’s practice involves advising public reporting companies with respect to disclosure and compliance issues under the federal securities laws and corporate governance matters. These clients operate in a broad range of industries, including diversified manufacturing, insurance, pharmaceutical, retail, beverage and alternative energy.

Board Committee Counseling.  Kim has served as independent counsel for both special and standing committees of boards of directors in connection with special investigations, related-party transactions and corporate governance issues. Representative engagements include serving as:

• counsel to a special committee of the board of directors of a business outsourcing services provider in connection with an internal investigation; and
• counsel to the audit committee of an insurance company in connection with several transactions with its majority owner.

Institutional Private Placements.  Kim has advised institutional investors in their purchase of privately placed debt securities, as well as issuers in their offer and sale of these securities. She has experience with master note agreements, amendments and waivers, restructurings, inter-creditor issues, collateral and cross-border transactions.  Kim has represented:

• an English appliance manufacturer in a $120 million offering of senior notes;
• investors in a $300 million offering of senior notes by a financial services company;
• a discount supermarket chain in its offerings of $485 million and $550 million of senior notes;
• investors in a ¥1.2 billion offering of guaranteed senior notes by a provider of filtration systems and parts; and
• a diversified real estate company in its offering of $645 million of senior notes.

In General.  Kim graduated from the University of Chicago Law School in 1995. She earned an undergraduate degree in finance with highest honors from the University of Illinois at Urbana-Champaign. Prior to attending law school, Kim was a financial analyst in the corporate finance department of Kidder, Peabody & Co. Incorporated.