David C. Lee is Of Counsel in the Orange County office of Gibson, Dunn & Crutcher and is a member of the Corporate Transactions and Securities Regulation and Corporate Governance Practice Groups. His practice focuses on capital markets transactions, mergers and acquisitions, equity and debt tender offers, proxy contests and other hostile takeover situations and general corporate matters. In addition to his transactional practice, Mr. Lee also specializes in the areas of securities regulation and disclosure issues, corporate governance and New York Stock Exchange and NASDAQ listing requirements and regularly advises senior management, boards of directors and board committees on such matters.
Prior to joining Gibson Dunn, Mr. Lee served as Counsel to SEC Commissioner Roel C. Campos where he advised on corporate finance, accounting and enforcement matters. Mr. Lee was also a Special Counsel in the SEC's Office of Chief Counsel, Division of Corporation Finance where he advised on a variety of complex securities issues related to the Securities Act of 1933, the Securities Exchange Act of 1934 and the Sarbanes-Oxley Act of 2002.
Mr. Lee received a joint JD/MBA from Loyola Law School, Los Angeles and Loyola Marymount University and a B.A. in History and Psychology from the University of California at Riverside. He has been a frequent speaker at securities law and financial reporting conferences and has published a number of articles in the corporate and securities law areas.
Mr. Lee is a vice-chair of the American Bar Association’s Committee on Corporate Director Diversity, a co-chair of the ABA’s Capital Markets Trends Subcommittee and a member of Gibson Dunn's Diversity Committee. He is admitted to practice in the State of California.
Representative Transactional Experience:
- Representation of Accuray Incorporated in its 144A $100 million convertible notes offering
- Representation of InterDigital, Inc. in its 144A $230 million convertible notes offering
- Representation of Quidel Corporation in its registered $53 million common stock offering
- Representation of Emulex Corporation in connection with defense against hostile tender offer and consent solicitation
- Representation of Callaway Golf Company in its 144A $140 million convertible preferred stock offering
- Representation of Interactive Media Holdings, Inc. (Specific Media) in a private placement
- Representation of dealer managers in debt tender offers by AMB Property, L.P.
- Representation of Diedrich Coffee, Inc. in connection with the sale of assets to Starbucks Corporation
- Representation of Salem Communications Corporation in its 144A $300 million secured notes offering
- Representation of Document Sciences Corporation in its sale to EMC Corporation
- Representation of Standard Pacific Corp. in connection with a strategic preferred stock investment by a private equity sponsor
- Representation of Standard Pacific Corp. in various registered and 144A notes offerings and a rights offering
- Representation of the Special Committee in connection with the William Lyon Homes going-private transaction
- Representation of Ashworth, Inc. in connection with a proxy contest
- Representation of Jack in the Box Inc., Document Sciences Corporation and Pixelworks, Inc. in dutch auction tender offers
- Representation of Spectrum Pharmaceuticals, Inc. in its registered direct offering of common stock
- Representation of Fleetwood Enterprises, Inc. in its registered exchange offer restructuring
- Representation of Fleetwood Enterprises, Inc. in its registered $41 million common stock offering
- Representation of various Canadian issuers as special U.S. counsel in connection with securities offerings in the United States