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Matt Franker has more than fifteen years of experience advising public companies, underwriters, and boards of directors in capital markets offerings, disclosure and securities compliance matters, corporate governance, mergers and acquisitions, and general corporate issues. Mr. Franker has significant experience representing companies from a broad range of industries, including life sciences, financial services, manufacturing, energy, consumer products, and telecommunications. Mr. Franker, a former SEC staff member, also has extensive experience advising clients on SEC rulemakings and regulatory proceedings.


  • Air Products and Chemicals, Inc. in registered debt offerings of $3.8 billion of dollar-denominated notes and €1.0 billion of Eurobonds.
  • Omeros Corporation in various equity offerings that raised an aggregate amount of approximately $450 million and $420 million of convertible note offerings.
  • REGENXBIO in common stock offerings raising approximately $520 million.
  • Edison International in a $1.5 billion at-the-market offering facility.
  • Acorda Therapeutics in a private convertible note exchange and an at-the-market equity offering.
  • TriState Capital Holdings in various capital markets offerings, including $121 million of depositary share offerings, $97.5 million of subordinated debt offerings and $117 million of secondary offerings by selling shareholders.
  • Simmons First National Corporation in a $330 million subordinated debt offering and various public acquisitions.
  • The underwriters in a $293 million common stock offering and a $100 million depositary shares offering by IBERIABANK Corporation.
  • The underwriters in a $300 million secondary offering by shareholders of Atlantic Union Bankshares.
  • The underwriters in the initial public offerings of Merchants Bancorp and National Commerce Corporation.
  • The underwriters in a $119 follow-on common stock offering by Live Oak Bankshares.
  • Pepco Holdings and its public utility subsidiaries in public and private securities offerings with an aggregate transaction value of over $3.6 billion, including the issuance of common stock, senior notes, first mortgage bonds, “fading lien” bonds and tax-exempt bonds.
  • SandRidge Energy, Inc. in a series of registered and exempt capital markets transactions raising over $3.9 billion of equity and debt capital.
  • UCB in the sale of its specialty generics division to Lannett.
  • Salix Pharmaceuticals in a $750 million high yield bond offering.
  • A foreign gaming company in a U.S. offering of its ordinary shares.
  • Joy Global Inc. in a registered $500 million senior notes offering.
  • A media technology company in a $125 million convertible note offering.
  • Public companies in cash tender offers and consent solicitations for outstanding series of debt securities.


  • Advises public companies and other clients on Exchange Act periodic reporting, proxy statements, shareholder proposals, Section 16 reporting, responses to SEC staff comment letters, no-action requests, control-related transactions and securities compliance matters.
  • Provides advice on a wide variety of corporate governance and compliance matters, including executive compensation programs and disclosure, insider trading policies and Rule 10b5-1 compliance, codes of conduct, compliance with stock exchange listing standards, disclosure controls and procedures, internal control over financial reporting, governance and compliance policies and guidelines and board committee charters.  
  • Advises clients on sophisticated securities questions arising in mergers and acquisitions and tender offers, including registration, communications, and disclosure.   

Pro Bono

  • Advised a leading international microfinance institution in financing transactions.
  • Advised the Latin American Youth Center in the redemption of a series of tax-exempt bonds.
  • Counseled a national homelessness advocacy organization regarding incorporation, governance, and obtaining 501(c)(3) status from the Internal Revenue Service.
  • Provided corporate governance advice to an international organization working to combat human trafficking.

Memberships and Affiliations

  • District of Columbia Bar Association, Co-Chair of the Corporate Law and Business Committee
  • Society for Corporate Governance, Member
  • Legal 500 US, Finance - Capital Markets