Leland S. Benton

At the SEC, Leland reviewed transactions including securities offerings, mergers and acquisitions and divestments, as well as periodic reports and proxy statements, and served as a member of the Rule 14a-8 Shareholder Proposal Taskforce, where he advised on the disposition of requests by public companies to exclude shareholder proposals from their proxy materials. He also served in a specialized office which critically evaluated the Division of Corporation Finance’s filing review program and internal controls for quality and consistency.

Prior to joining Morgan Lewis, Leland taught at the Georgetown University Law Center as an adjunct professor of law, and as a C.V. Starr Lecturer of Law at the Peking University School of Transnational Law in Shenzhen, China. He instructed foreign-trained attorneys on American common law jurisprudence, efficient research methods and legal analysis, as well as deal documentation, contract drafting, and legal research and writing. Leland regularly writes LawFlashes for the firm to keep clients up to date on current developments relevant to public companies, including the impact of COVID-19 on the regulatory framework in which public companies operate.

Capital Markets Transactions

Counsel to a leading NYSE- and NYSE Chicago-listed electric utility holding company in connection with:

• Public offering of approximately $1.15 billion of common stock forwards
• Public offering of $1.2 billion of senior notes
• Two public offerings by a publicly reporting subsidiary, focused on servicing Arkansas, of an aggregate of $450 million of first mortgage bonds
• Two public offerings by a publicly reporting subsidiary, focused on servicing Louisiana, of an aggregate of $650 million of first mortgage bonds
• Two public offerings by a publicly reporting subsidiary, focused on servicing Mississippi, of an aggregate of $305 million of first mortgage bonds
• Three public offerings by a publicly reporting subsidiary, focused on servicing Texas, of an aggregate of $1.175 billion of first mortgage bonds
• Public offering by a publicly reporting subsidiary, focused on servicing Texas, of $35 million of preferred stock

Counsel to a major private financial services partnership in connection with:

• Private offerings of $600 million of senior notes sold primarily to domestic investors, and of ¥4.5 billion of senior notes, sold primarily to Japanese investors

Counsel to a prominent Nasdaq-listed financial services partnership in connection with:

• Three private offerings for an aggregate of $1.05 billion of senior notes
• Public exchange offers for freely tradable, registered equivalents to the privately placed senior notes

Counsel to a leading Nasdaq-listed commercial real estate services company in connection with:

• Private offering of $550 million of senior notes
• Public exchange offer for freely tradable, registered equivalents to the privately placed senior notes

Counsel to the finance subsidiary of an NYSE-listed electric utility company connection with:

• Public offering of $500 million of junior subordinated debentures

Counsel to the wholly-owned public subsidiary, focused on servicing Florida, of an NYSE-listed electric utility in connection with:

• Public offering of $500 million of first mortgage bonds

Counsel to an NYSE-listed major natural gas utility in the Pacific Northwest in connection with:

• Two public offerings of Secured Medium-Term Notes for a total of $290 million
• Public offering of approximately $93 million of common stock

Counsel to an NYSE-listed foreign charterer of container ships in connection with:

• Public offering of approximately $56.5 million of common stock

Restructuring

• Aided a Nasdaq-listed foreign oil transportation company in a reverse stock split
• Assisted an NYSE-listed major gas utility in the Pacific Northwest in its restructuring into a holding company structure
• Assisted a producer of electric mobility solutions with U.S. securities law issues in its restructuring and reverse merger into a public company listed on the Toronto Stock Exchange
• Assisted the publicly reporting subsidiaries of a leading NYSE- and NYSE Chicago-listed electric utility holding company in connection with restructuring from corporations to Texas LLCs

Proxy Contests and Activist Campaigns

• Counsel to a publicly-held incubator of technology-driven businesses in its defense against a possible proxy contest
• Counsel to a publicly-held telecommunication company in its defense against a possible proxy contest
• Prepared shelf poison pills for multiple clients

Private Company Representations

• Represented a leading global provider of emigration services in its strategic acquisition
• Assisted a start-up focused on disrupting freight brokering in issuing multiple rounds of securities as part of its financing plans
• Assisted a major North American telecommunications group in its acquisition of Miami-area assets from a competitor