A partner in the Corporate Department, Raphael M. Russo focuses on capital markets and securities transactions as well as corporate finance and the representation of public companies. As a member of the Securities Practice Group, Mr. Russo has represented issuers and underwriters in connection with initial public offerings, secondary offerings and Rule 144A debt offerings. His transaction experience includes offerings for both domestic and foreign issuers. He also regularly advises issuers and investors in connection with restructurings, recapitalizations and shareholder activism. Mr. Russo is recognized as a leading Capital Markets lawyer by Legal 500.

As part of his domestic and international issuer practice, Mr. Russo advises public companies on a range of corporate governance and disclosure issues. He also helps senior management and significant shareholders of public companies implement liquidity and monetization strategies.
He represents financial institutions on transactional and regulatory matters and also provides advice on trading and compliance issues to investment managers.

Mr. Russo has represented:

• Polo Ralph Lauren Corporation in connection with a secondary public offering on behalf of its founder and controlling stockholder, Mr. Ralph Lauren, of $730 million of Class A common stock and on other matters since the company’s IPO.
• Spectrum Brands, Inc. in connection with a Rule 144A offering of $750 million of senior secured notes due 2018, its combination with Russell Hobbs, Inc. and its contribution to Harbinger Group Inc.
• Signature Bank in connection with its IPO, subsequent equity offerings and its participation in the U.S. Treasury’s TARP Capital Purchase Program.
• Harbinger Group Inc. in connection with an offering of $350 million senior secured notes due 2015. The offering was lead managed by Credit Suisse and Goldman, Sachs & Co.
• Cleaver Brooks Inc. in connection with a Rule 144A private placement of $185 million of senior notes, with JP Morgan and UBS as joint book-running managers.
• Citigroup Global Markets Inc., as underwriter, in connection with a follow-on public offering of common stock by TiVo Inc.
• Lehman Brothers Inc. as lead manager in connection with an initial public offering and a follow-on offering totaling $200 million of common stock by Greenfield Online, Inc.
• Lehman Brothers as lead manager in connection with two follow-on public offerings totaling $190 million of common stock by HealthExtras, Inc.

Mr. Russo is a member of the Association of the Bar of the City of New York. He is currently a member of its Securities Regulation Committee and was formerly a member of its Financial Reporting Committee. He is also a member of the Practising Law Institute's Corporate and Securities Law Advisory Committee. He serves as a trustee for the American Red Cross in Greater New York, where he is chairman of the Nominating and Corporate Governance Committee and a member of the Executive Committee.