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David focuses his practice in general corporate law, with dedicated emphases in mergers and acquisitions, corporate finance, commercial lending and securities law. As a trusted advisor, David advises clients on matters ranging from everyday corporate governance and operational questions to strategic expansion and sophisticated financings. Additionally, he serves as bond counsel, borrower’s counsel and bank counsel on a broad array of tax-exempt financing transactions.
David represents companies in all stages of business, including emerging and developing companies, established private middle-market businesses, and publicly held companies. He also represents cannabis industry clients on corporate and capital formation matters.
Recent experience includes:
- Represented the members of a predictive analytics software company in an equity sale to an Irish public company.
- Represented several national banks in connection with the documentation of secured credit facilities ranging from $20 – $100+ million in size.
- Representing a Massachusetts medical and adult use marijuana business with respect to formation, capital raising and operational matters.
Experience
Mergers & Acquisitions Experience:
- Represented a public, state-chartered bank in connection with its merger into a large national bank.
- Represented the members of a predictive analytics software company in an equity sale to an Irish public company.
- Represented a regional food distribution company in an asset sale to one of the country’s largest food distribution businesses.
- Represented a privately-owned consumer products distributor in several strategic corporate acquisitions.
- Represented a United States parking company in large multi-property joint venture with national real estate fund and a Canadian parking company.
- Represented the shareholders of a foreign exchange and international payments company in an equity sale to a privately-owned United Kingdom-based company.
- Represented a jewelry manufacturer in connection with an asset sale to a growing jewelry business.
- Represented a Class II Railroad in connection with its acquisition by one of the nation’s largest railroad operators.
Finance Experience:
- Represented a Class I Railroad in:
- an offer to qualified institutional buyers and non-United States persons to exchange outstanding debt securities for cash and $750 million of 30-year notes.
- a $1.5 billion public offering of multiple series of senior notes, as well as several other public debt offerings.
- Represented several national banks in connection with the documentation of secured credit facilities ranging from $20 – $100+ million in size.
- Represented numerous borrowers in connection with obtaining new credit facilities.
- Serves as bond counsel to the Massachusetts Development Finance Agency with respect to tax-exempt and taxable bond transactions.
- Serves as bond counsel to the Rhode Island Health and Educational Building Corporation with respect to tax-exempt and taxable bond transactions.
Cannabis Industry Experience:
- Representing a Massachusetts medical and adult use marijuana business with respect to formation, capital raising and operational matters.
- Represented a service provider to a Maine medical marijuana licensee with respect to general corporate and operational matters.
Credentials
Work Experience
- Hinckley Allen
- Partner (2018-Present)
- Associate (2009-2017)
- Rhode Island Supreme Court, Appellate Screening Unit
- Intern (2007)
- Cohen Foundation
- Dor L'Dor Staff Member, Israel (2006)
- Wiley Rein LLP
- Legal Assistant (2005-2006)
- Project Assistant (2004-2005)
Charitable & Civic Involvement
- University of Connecticut School of Business Center for International Business Education and Research (CIBER) Business Case Challenge, Judge (2016)
Bar Memberships
- Connecticut, 2010
- Massachusetts, 2009
- Rhode Island, 2009
News & Insight
When Are Cannabis Cafés Coming to Massachusetts?
November 20, 2019This month marks one year since legal adult-use marijuana sales began in Massachusetts and made the Bay State the first state on the East Coast to implement legal, recreational sales of cannabis. Since then, the Cannabis Control Commission has approved doz…
Legal “Gray Area” Surrounds CBD-Infused Food and Beverages
June 14, 20192018 was a busy year for the cannabis industry in the Northeast. David S. Hirsch explains what it will take for the production, distribution and sale of hemp-derived cannabidiol (CBD) products to move out of the legal "gray area."
Tips for Recreational Marijuana Use Policies in “Social Model” Assisted Living Residences
May 7, 2019As more states consider legalizing recreational marijuana, assisted living residences (ALRs) face a unique challenge: residents that chose to use this product. Formal guidance regarding how ALRs should address a resident’s use of recreational marijuana…
SEC Rule 15c2-12 Amendments Require Disclosure of Additional Events
August 28, 2018On August 15, 2018, the Securities and Exchange Commission (SEC) finalized and adopted amendments to Rule 15c2-12 of the Securities Exchange Act of 1934 (Rule 15c2-12), which proscribes certain notice requirements pertaining to obligations of state and loc…
Cryptocurrency Regulations are Taking Shape
April 17, 2018As originally seen in Law Technology Today.Despite significant recent media coverage, questions remain regarding how regulators will treat cryptocurrencies. In light of these questions, it is critical for business leaders and investors to understand how U.
Supreme Court Rules That Whistleblowers Must Report to the SEC to Benefit from Dodd-Frank Protections
March 6, 2018On February 21, 2018, the U.S. Supreme Court held, in Digital Realty Trust, Inc. v. Somers[1] (“Digital Realty”), that the anti-retaliation protections for whistleblowers under the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (“D…
SEC Adds to and Amends Broker-Dealer Financial Responsibility and Investor Protection Rules
August 14, 2013On July 30, 2013, the Securities and Exchange Commission (“SEC”) made two significant announcements affecting broker-dealers: the adoption of new rules designed to increase protections for investors whose money and securities are held by SEC-registered…
SEC Issues Cybersecurity Disclosure Guidance
November 17, 2011As companies increasingly rely on digital technologies and networks to conduct their operations, the risks to companies associated with cybersecurity [1] have increased, resulting in more frequent and severe cyber incidents. The Division of Corporation Fin…
SEC Adopts Large Trader Reporting Rule
November 10, 2011On October 3, 2011, new Securities and Exchange Commission ("SEC") Rule 13h-1 (the "Rule") became effective. The SEC enacted the Rule to identify and monitor high volume securities traders. Adopted under Section 13(h) of the Securities Exchange Act of 1934…
SEC Proposes Rules Requiring Reporting of Proxy Votes on Executive Compensation
October 29, 2010On October 18, 2010, the SEC proposed rules to implement Section 14A(d) of the Exchange Act, which generally requires certain institutional investment managers to report at least annually on how they voted on Section 14A Votes. In a companion release (disc…
SEC Enacts Rules to End "Pay to Play" Practices of Investment Advisers
July 21, 2010On June 30, 2010, the U.S. Securities and Exchange Commission ("SEC") adopted new Rule 206(4)-5 under the Investment Advisers Act of 1940 (the "Rule") designed to prevent so-called "pay for play" practices by investment advisers. "Pay to play" refers to th…
SEC Amends Municipal Securities Disclosure Rules
June 14, 2010To enhance the quality of information available to municipal securities investors, the U.S. Securities and Exchange Commission (“SEC”) recently approved amendments to the rules governing the content and timeliness of municipal securities disclosures. O…
SEC Increases Flexibility in E-Proxy Process
March 4, 2010On February 22, 2010, the Securities and Exchange Commission (“SEC”) amended its notice and access proxy rules, better known as the “e-proxy” rules, which were initially enacted in 2007. The e-proxy rules require all issuers and other soliciting pe…
Bank Incentive Compensation: Regulations on the Way?
February 26, 2010Bank regulators are exploring ways to change how banks use incentive compensation to motivate their executives and other employees. Their actions reflect the perception, proven or not, that excesses in pay practices at a limited number of large institution…
Hinckley Allen Represents First Connecticut Bancorp, Inc. in $544 Million Transaction
June 20, 2018Hinckley Allen is representing First Connecticut Bancorp, Inc. (NASDAQ: FBNK), the holding company for Farmington Bank, in connection with First Connecticut Bancorp’s acquisition by People’s United Financial, Inc. (NASDAQ: PBCT), the holding company fo…
Hinckley Allen Expands Partnership, Elevating Six Attorneys to Partner
January 12, 2018Hinckley Allen today announced that the following attorneys have been elevated to Partner: John L. Arnold, Christopher V. Fenlon, David S. Hirsch, Seth M. Pasakarnis, Nathan R. Sabourin, and Michael J. Tentindo. These attorneys assumed their new positions …
Hinckley Allen Represented First Connecticut Bancorp, Inc. in $544 Million Transaction
Hinckley Allen represented First Connecticut Bancorp, Inc. (NASDAQ: FBNK), the holding company for Farmington Bank, in connection with First Connecticut Bancorp’s acquisition by People's United Financial, Inc. (NASDAQ: PBCT), the holding company for Peop…
Hinckley Allen Represents Bankwell Financial Group, Inc. in its Acquisition of Quinnipiac Bank & Trust Co.
Hinckley Allen represented Bankwell Financial Group, Inc. (NASDAQ: BWFG), a Connecticut bank holding company of Bankwell Bank, in its acquisition of Quinnipiac Bank & Trust Company. The acquisition will add approximately $100 million in assets to Bankw…
Hinckley Allen Represents Propark America in the Formation of a $500 Million Joint Venture
Hinckley Allen represented Propark America, a national parking services provider, and its affiliates in connection with the formation of a joint venture investment (“the joint venture”) that will seek to acquire and aggregate up to approximately $50…
Hinckley Allen Representing Royal DSM on $2.6 billion Pharma Transaction
Hinckley Allen is representing Royal DSM, a global life sciences and material sciences company client, in a $2.6 billion series of transactions that will combine Patheon, Inc. (TSX: PTI) and the DSM Pharmaceutical Products business group into a new company…
Hinckley Allen Represents Online Education Client, Hospice Education Network, Inc., in Exit Transaction
Hinckley Allen recently represented Hospice Education Network, Inc. in its sale to Relias Learning, the leader in online learning content and learning management systems for the senior care industry. The acquisition will add over 160 hospice and palliative…
Hinckley Allen Represents Bankwell Financial Group, Inc. in its IPO
Hinckley Allen represented Bankwell Financial Group, Inc., a bank holding company that, through its subsidiary Bankwell Bank, serves the banking needs of residents and businesses throughout Fairfield County, Connecticut, in its $48.6 million initial public…
Events
Medical Marijuana Law in Connecticut
August 27, 2018David S. Hirsch and Daniel L. Gottfried will be speaking at National Business Institute's seminar on Medical Marijuana Law in Connecticut. While medical marijuana creates opportunities for those with qualifying conditions, it also can lead to a myriad of …
Learning Startup Culture: Innovation and High Tech Ecosystem
June 14, 2018Partner David Hirsch is moderating a panel discussion about the entrepreneurial spirit in Israel and how Rhode Island the Latino and Israeli communities can collaborate to learn and benefit from these experiences and relationships. Co-hosted by the Rhode I…
The Business Value Inaugural Breakfast "Building Value in Your Business While Running In"
October 19, 2017Hinckley Allen's David Hirsch is speaking at The Business Value Forum's Inaugural Breakfast event focused on "Building Value in Your Business While Running It." This event will bring together company owners, executives, and advisors to discuss the importan…
Practical Advice for Raising Capital
October 6, 2016Hinckley Allen Associate David S. Hirsch spoke at the Hartford Capital Summit, providing practical advice for raising capital.