Jeremy W.Cleveland

Partner

Silicon Valley + 1.650.687.4173

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Jeremy Cleveland represents domestic and international companies in public and private equity and debt securities offerings, venture capital financings, and mergers and acquisitions. He has significant experience in multiple forms of public listings, including initial public offerings, reverse mergers, deSPAC (special purpose acquisition company) transactions, and direct offerings. Jeremy also represents public companies in capital markets transactions, including equity and equity-linked offerings, selling stockholder transactions, high yield and investment-grade note issuances, convertible note offerings, and PIPEs (private investment in public equity). He also represents companies in connection with day-to-day SEC disclosure obligations, corporate governance matters, securities laws, stock exchange rules and regulations, and periodic reporting responsibilities.

Jeremy has experience with companies across all growth stages, from initial formation to large public companies. He works with companies in a variety of industries, including biotech, pharmaceuticals, cloud computing, customer relationship management, semiconductor, peer-to-peer lending, renewable energy, aviation, social media, solar energy, banking, e-commerce, ride share services, real estate, software, health care, artificial intelligence, and consumer products.

Experience

  • Sumitomo completes sale of $648 million of Common Shares of Roivant Sciences Ltd.Jones Day represented Sumitomo Pharma Co., Ltd. in connection with its privately negotiated sale of $648 million of Common Shares of Roivant Sciences Ltd.
  • Five9 raises $747.5 million in Convertible Senior Notes offeringJones Day advised Five9, Inc. in connection with the issuance of $747.5 million of its Convertible Senior Notes due 2029 in a private placement pursuant to Rule 144A.
  • Cibus completes $20.3 million registered direct offeringJones Day represented Cibus, Inc. in connection with an underwritten offering of 2,106,723 shares of its Class A Common Stock and pre-funded warrants to purchase up to 50,000 shares of its Class A Common Stock for an aggregate purchase price of $20.3 million.
  • PureCycle Technologies completes $250 million Green Convertible Senior Notes offeringJones Day represented PureCycle Technologies, Inc., in connection with a Rule 144A offering of $250 million aggregate principal amount of 7.25% Green Convertible Senior Notes due 2030.
  • KeyBanc Capital Markets Inc.-led group of sales agents and/or forward sellers and forward purchasers establish at-the-market equity program for sale of up to $600 million of Common Shares by Physicians Realty TrustJones Day represented KeyBanc Capital Markets Inc.; BMO Capital Markets Corp.; Credit Agricole Securities (USA) Inc.; Raymond James & Associates, Inc.; Regions Securities LLC; and Stifel, Nicolaus & Company, Incorporated as sales agents and/or forward sellers, and KeyBanc Capital Markets Inc.; Bank of Montreal; Crédit Agricole Corporate and Investment Bank; Raymond James & Associates, Inc.; Regions Securities LLC; and Stifel, Nicolaus & Company, Incorporated, as forward purchasers, in connection with the establishment of an at-the-market equity program for the sale of up to $600 million of Common Shares of Physicians Realty Trust.
  • Cibus combines with CalyxtJones Day advised Cibus Global, LLC (“Cibus”), a San Diego based leader in precision gene editing in agriculture, in connection with an all-stock merger with Calyxt, Inc. (NASDAQ: CLXT), under which Cibus and Calyxt created an industry-leading company that combines two pioneers in agriculture-based gene editing and establishes one of the world’s most sophisticated facilities for trait development and plant breeding.
  • Maxeon Solar Technologies completes public offering of $241.2 million of Ordinary Shares and concurrent private placement of $42 million of Ordinary SharesJones Day represented Maxeon Solar Technologies, Ltd., one of the world’s leading global manufacturers and marketers of premium solar power technology, in a public offering of 8,613,500 Ordinary Shares, consisting of 5,620,000 Ordinary Shares offered by Maxeon and 2,993,500 Ordinary Shares offered by an affiliate of TotalEnergies SE, one of Maxeon’s existing shareholders.
  • Investor Group of Apollo, J.F. Lehman & Company and Hill City Capital acquires Atlas Air Worldwide for $5.2 billionJones Day advised J.F. Lehman & Company and Hill City Capital in their participation in a consortium with Apollo for the acquisition of Atlas Air Worldwide (NASDAQ: AAWW) in an all cash transaction with an enterprise value of approximately $5.2 billion.
  • Anteris Technologies raises capital through private placementJones Day advised Anteris Technologies Ltd. on a private placement to various sophisticated and professional investors in Australia and the United States to raise AU$35 million, together with attaching options with an aggregate face value of AU$42 million.
  • Accelmed Partners leads $30 million private placement of Common Stock issued by Minerva Surgical, Inc.Jones Day represented Accelmed Partners in connection with its purchase of $30 million of Common Stock in a private placement issued by Minerva Surgical, Inc., granting Accelmed Partners a controlling stake in Minerva Surgical.
  • BofA Securities and other underwriters complete $1.15 billion public offering of Notes by eBay Inc.Jones Day represented BofA Securities, Inc. and the other underwriters in connection with the public offering by eBay Inc. of (i) $425 million aggregate principal amount of 5.900% Notes due 2025, (ii) $300 million aggregate principal amount of 5.950% Notes due 2027 and, (iii) $425 million aggregate principal amount of 6.300% Notes due 2032.
  • GreatPoint Ventures participates in $26 million Series A financing round of CoalesceJones Day advised GreatPoint Ventures in connection with the $26 million Series A financing round of Coalesce, the data transformation company, to reinvent data transformations and develop team growth.
  • Westpac invests in KasistoJones Day advised Westpac Banking Corporation in relation to its investment in a New York-based conversational artificial intelligence industry leader, Kasisto, Inc.
  • Fortanix raises $90 million in Series C Preferred Stock financingJones Day advised Fortanix Inc. in its $90 million Series C Preferred Stock financing.
  • Cohort Go sold to Flywire Inc.Jones Day advised Cohort Go, a leading fintech business headquartered in Australia, in the sale of the company to Nasdaq listed Flywire Inc., a global payments enablement and software.
  • Deezer merges with and into I2PO S.A.Jones Day advised Deezer S.A. in the context of the SPAC transaction whereby Deezer S.A. merged with and into I2PO S.A., a French SPAC listed on the professional segment of the regulated market of Euronext Paris and the related PIPE financing.
  • Citigroup Global Markets, as representative of several underwriters, complete $350 million Senior Notes offering by KB HomeJones Day represented Citigroup Global Markets Inc., as representative of the several underwriters, in connection with the public offering by KB Home of $350 million aggregate principal amount of 7.250% Senior Notes due 2030.
  • Five9 participates in Series C financing round of Cresta AIJones Day represented Five9, Inc. in connection with its participation in the Series C financing round of Cresta AI.
  • PureCycle Technologies completes $250 million private placement of Common Stock and WarrantsJones Day represented PureCycle Technologies, Inc. in connection with its private placement of $250 million of Common Stock and Warrants.
  • LendingTree invests in EarnUpJones Day advised LendingTree, Inc. in the $31 million Series C financing round of EarnUp, a San Francisco-based Fintech company offering payment and data solutions for the mortgage industry.
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    AUGUST 2023 Commentary

    SEC Adopts Rules on Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure

    March 2022 Commentary

    SEC Proposes Amendments Regarding Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure

    April 2020 Commentary

    California Issues Executive Order Facilitating Virtual Shareholder Meetings

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