April Hamlin

Partner

Minneapolis

Tel 612.371.3522
Fax 612.371.3207

April Hamlin practices corporate and securities law and provides general representation of both publicly and privately held companies. She is a Co-Leader of the firm’s Environmental, Social, and Governance (ESG) Team and Agribusiness Team.

April provides securities counsel to public companies in every area of need, including '34 Act reporting and compliance, offering, M&A and strategic partnership activity, risk assessment and mitigation, equity and incentive compensation programs, stock exchange compliance, investor relations and shareholder communications, insider trading compliance, internal and disclosure controls, committee function and board best practices, and deregistration and delisting. For privately held companies, April provides general legal representation, typically in the areas of entity selection, formation, shareholder/member agreements, and debt and equity financings.

She represents clients in various industries such as life sciences and medical device, software and SaaS, consumer products, telecommunications, retail, renewable energy, hospitality, agribusiness and agtech, and manufacturing.

April is also a member of the firm's Diversity, Equity, and Inclusion Council.

Services

Experience

Representative Matters

Securities counsel to public company client in its $74 million issuer tender offer
Counsel to public company in its divestiture of mature business unit, including securities and M&A advice, drafting of proxy statement (not reviewed by SEC), and post-divestiture reporting guidance
Securities counsel to public company in its tender offer to holders of underwater stock options

Negotiated settlement of proxy contest with activist shareholder on behalf of governance committee of public company
Counseled shareholder client regarding its Schedule 13D investment in a public company, proxy contest, and other related matters, and negotiated the appointment of the client to the public company board
Represented public company in $53 million transformative acquisition of a private company for cash and stock, including drafting and legal review of all external communications
Counsel to public medical device company in its follow-on underwritten offering that was completed in 41 days from filing to closing, including drafting a Form S-1 that was not selected for review by the SEC
Counsel to cooperative in its successful no-action request to the SEC permitting the cooperative to terminate its '34 Act reporting obligations
Securities counsel to public company in $566 million merger with multinational health care company, including drafting proxy statement that was not selected for review by SEC
Counsel to Minnesota-based medical cannabis manufacturer in its $13 million private placement
Securities counsel in $40 million private financing, $60 million financing, $5 million tender offer, and management company restructuring by primary care clinic management company
Counsel to private software company in its $3.5 million shareholder redemption and $2.5 million management share bonus program
Outside general counsel to venture capital-backed medical device company, including through its multiple rounds of preferred financing, interim convertible bridge note financings, and venture debt financing
Counsel to public company in its $8 million term loan financing, including warrant and subsequent resale registration statement
Counsel to Special Committee formed to consider amending public company bylaws to opt out of the Minnesota Control Share Acquisition Act
Advised public company regarding securities and debt financing matters in its $500 million acquisition of strategic product line
Counsel to provider of clinical trial patient recruitment services in its $87 million sale to private equity firm
Securities counsel to public company in its $160 million acquisition of a marketing analytics solutions provider
Counsel to public company in its credit agreement amendments, forbearances and waivers, resulting public disclosure, and securities reporting for $110 million take-out financing
Counsel to wind farm in its $2.75 million South Dakota-registered offering
Counsel to start-up microbiome company in its sale to public company for cash and multi-year earnout

Professional Highlights

Professional Activities

Pro Bono Mediator, Conciliation Court Appeals to Hennepin County District Court

Adjunct Professor, William Mitchell College of Law (now Mitchell Hamline School of Law), Writing & Representation: Advice and Persuasion, 2005-2010

Recognition & Accomplishments

The Best Lawyers in America, Securities and Capital Markets Law, 2021-2024

Speaking Engagements

“Raising Capital – Let Us Count the Ways.” 39th Annual Federal Securities Institute, March 2-3, 2023

“Crisis at the Company: The Role of Independent Directors in Steering the Company to Safe Waters” Weinberg Center and Ballard Spahr, October 25, 2022

“ESG Investing,” 10th Annual Green Infrastructure Conference, October 19, 2022

Related Insights

Credentials

Education

William Mitchell College of Law (now Mitchell Hamline School of Law) (J.D. 1999, magna cum laude)

University of Minnesota (B.A. 1996, summa cum laude)

Admissions

Minnesota