Hillel’s practice is focused on federal and state securities law and general commercial law, including corporate and partnership law and financing. Hillel represents public companies in all areas of federal and state securities laws, and has had extensive experience in various complex commercial and capital-raising transactions in numerous industries. He has wide-ranging experience in advising acquirers, targets, investors, boards of directors and special committees in mergers and acquisitions transactions. Hillel’s practice also includes counseling clients on a variety of corporate and governance related matters, including compliance and disclosure issues, board and committee charters and policies, proxy contests, and defense and takeover measures.
REPRESENTATIVE TRANSACATIONS
Securities
- Public & Non-Public Capital Raising:
- $12.2 MM equity IPO
- $96MM equity and debt REIT offering
- $16 MM secondary offering (underwriter's counsel)
- Represent numerous Real Estate Developers and other industries in Private Placements
- Public Company SEC Reporting
- Exchange and NASDAQ compliance
- Shareholder litigation;
- Proxy contests
- Sarbanes-Oxley Issues
- Corporate Governance:
- Independence of Directors
- Audit Committees
- Executive Compensation
- Nominations Committees
Corporate
- Finance
- Mergers & Acquisitions:
- Numerous multi-million dollar acquisitions by national company of local competitors throughout North America
- $27MM sale of a division of U.S. based public company to a U.S- based multi national public company
- Acquisition by U.S.-based manufacturer of local and Canadian subsidiaries
- Numerous acquisitions of $5MM or less, by privately held local service business of out-of-state competitors
- Board of Directors and Shareholder corporate compliance matters
- The business side of healthcare:
- Numerous acquisitions by major healthcare facility of physician practices ranging in size from $300K to $1.2MM
- Divesture by healthcare facility of physician practices
- Purchases by physicians of practices
PUBLICATIONS & PRESENTATIONS
Dent, Ancillary Relief in Federal Securities Law; a Study in Federal Remedies, 67 MINN.L.REV. 865 (1983)
Various periodic articles in local legal publications
“Securities Law Issues For Non-Public LLC Investments” for MICPEL’s Limited Liability Entity Institute
ADMITTED TO PRACTICE
State of Maryland
State of New York
EDUCATION
B.S., Ner Israel Rabbinical College
J.D., Cum Laude, Benjamin N. Cardozo School of Law (cum laude), Top 10% of class
Samuel Belkin Scholar (for academic excellence)
PROFESSIONAL ORGANIZATIONS
American Bar Association
Baltimore City Bar Association
Maryland State Bar Association
New York State Bar Association
Vice Chairman, Committee on Securities Law, Business Law Section, Maryland State Bar Association (1998-2003)
Chair, Committee on Securities Law, Business Law Section, Maryland State Bar Association (2003-2005)
COMMUNITY SERVICE
Sinai Hospital of Baltimore, Board of Trustees and Board Oversight Committee (2000 to present)
President, Torah Institute of Baltimore, a 550-student elementary school in Baltimore County, MD (1995 to Present)
THE ASSOCIATED: Jewish Community Federation of Baltimore, Commission on Aging (2001 - Present)
THE ASSOCIATED: Jewish Community Federation of Baltimore, Task Force on Day School Financing (2001-Present)
PROFESSIONAL BACKGROUND
Gordon, Feinblatt, Rothman, Hoffberger & Hollander, LLC, Baltimore, Maryland (1985 – 2000)
D.H. Blair & Co., Inc., New York, New York, Vice President/Counsel (1983 – 1985)
