Kerry Shannon Burke

Kerry Shannon Burke is a partner in the corporate and securities practice areas.  The focus of Ms. Burke’s practice is on capital markets and securities transactions.  She has a broad range of experience representing companies, ranging from development stage ventures to large public issuers, as well as underwriters and other institutional investors, in private and public debt and equity financings.  Ms. Burke also has assisted clients on a range of finance and merger and acquisition transactions.

Ms. Burke regularly advises on general corporate and federal securities law matters, including providing assistance to registered and unregistered investment advisers on various status questions and ongoing compliance matters.

Representative Matters

Transactional

• Advised on private and public securities offerings for Pepco Holdings, Inc. and its subsidiaries with an aggregate value of over $4.0 billion, including the issuance of first mortgage bonds, senior notes, “fading lien” bonds and tax-exempt bonds.
• Represented Pepco Holdings, Inc. and its subsidiaries in their significant finance matters, including syndicated and bilateral credit facilities, commercial paper programs, bridge acquisition facilities, a credit intermediation arrangement and various swap transactions.
• Represented a public company issuer in cash tender offers for its outstanding debt securities and related consent solicitation.
• Represented the lenders in the refinancing of the senior secured credit facility for the Verizon Center.
• Represented a provider of mobile satellite communications in a $230 million private placement.
• Advised U.S. Digital Television LLC in restructuring its operations and in a subsequent preferred membership unit investment by a group of strategic investors.
• Represented XLHealth Corporation in a $240 million private placement to a private equity investor and in a preferred stock investment by venture capital investors.
• Represented various emerging growth companies in bridge financings and in refinancing secured lines of credit.

• Assisted public companies in the preparation of periodic reports under the Securities Exchange Act of 1934 and on other securities law compliance matters.
• Assisted hedge and private equity funds with the investment adviser registration process.
• Provided ongoing compliance advice to investment advisers, including with respect to custody, pay-to-play, performance advertising and OCIE examination issues.

Honors and Rankings

• Legal 500 US, Finance - Capital Markets (2013)

Pro Bono

• Counseled a large museum and research organization on outstanding debt instruments.

Publications and Speeches

• "The Coming Crackdown: Insider Trading & Government Sources," Wall Street Lawyer (June 2013), Co-Author
• "STOCK Act Opens Up New Front for Insider Trading Cases," Covington E-Alert (5/16/2013), Co-Author
• "The EU Alternative Investment Fund Managers Directive: Impact on non-EU Fund Managers," Webinar (5/15/2013)