Freshfields Bruckhaus Deringer LLP

Freshfields Bruckhaus Deringer LLP

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Pamela Marcogliese

Pamela Marcogliese

Position

Partner

Career

Pamela focuses on capital markets transactions and corporate governance matters. She has deep experience providing issuers and underwriters with advice on the full range of debt and equity offerings, including initial public offerings, direct listings and SPAC transactions; shelf registrations and takedowns; convertible offerings; block trades; private placements; stock repurchase programs; exchange offers; MTN programs; derivatives; tender offers; open market purchases; consent solicitations and liability management matters.

She regularly advises boards of directors and management on a variety of corporate governance topics, including crisis preparedness, mitigation and response; succession planning; dual class and multi-class share structures; board composition, refreshment, succession and director independence; stakeholder governance and public benefit corporation (PBC) matters; fiduciary duties and conflicts; stakeholder engagement and activism defense; shareholder proposals and proxy season trends; environmental, social and governance (ESG) issues; and cybersecurity matters. In addition to her practice, she regularly lectures and writes on corporate governance, cybersecurity and blockchain topics.

Pamela has advised a number of companies on governance, disclosure, capital markets and other matters, including Agilent, Alphabet/Google, AstraZeneca, Atlantic Power, Ciena, Clever Leaves, ConEd, Dun & Bradstreet, Lighting eMotors, Lowe’s, Pinterest, Sabre, Sonoco, TriNet, Starbucks, Tempur Sealy, Tiffany’s, Vanguard and Zymergen.

Education

University de Paris I - Pantheon-Sorbonne

Maitrise 2006

McGill University, Faculty of Law

B. C.L./LL.B. 2002

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