Walter Van Dorn

Partner

New York
T +1.212.589.4224
F +1.212.589.4201

Overview

Walter Van Dorn focuses his practice on corporate securities law and capital markets, advising issuers, underwriters, broker-dealers, and other financial institutions and intermediaries on all facets of securities and capital market transactions, including IPOs; public and private offerings of equity; debt (including sovereign debt) and asset-backed securities; and exchange offers, tender offers and rights offerings. With seven years of experience at the Securities and Exchange Commission (SEC), his keen understanding of U.S. securities laws and regulations helps him guide clients worldwide through complex compliance matters and transactions involving all aspects of the U.S. securities laws, including the Securities Act, Exchange Act, Investment Company Act, Investment Advisers Act, Sarbanes-Oxley Act, Dodd-Frank Act, JOBS Act and Foreign Corrupt Practices Act. Walter has practiced in London, Hong Kong and Washington, D.C., and his clients include financial services, industrial and technology companies from around the world.

Walter serves as the leader of the firm's International Securities and Capital Markets team. Prior to entering private practice, Walter was special counsel in the Division of Corporation Finance at the SEC in Washington, D.C. His areas of responsibility there included offerings of equity securities and American depository receipts (ADRs), offerings of debt securities by both corporate and government issuers, offerings under the multijurisdictional disclosure system with Canada, mergers and acquisitions, and tender and exchange offers. He also participated in rule-making initiatives such as those amending Regulation S, as well as those exempting certain cross-border tender and exchange offers and rights offerings from Securities Act registration requirements and Exchange Act tender offer rules.

Select Experience

  • Advising a German manufacturing company in connection with its offering of high-yield bonds under Regulation S and Rule 144A and its subsequent exchange offer for SEC-registered high-yield bonds.
  • Advising a Canadian oil company in connection with the sale of all of its issued and outstanding shares to an energy company by way of a statutory plan of arrangement. 
  • Advising foreign governments in Europe, Africa, and Central and South America in connection with global bond offerings.
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Experience

  • Advising a German manufacturing company in connection with its offering of high-yield bonds under Regulation S and Rule 144A and its subsequent exchange offer for SEC-registered high-yield bonds.
  • Advising a Canadian oil company in connection with the sale of all of its issued and outstanding shares to an energy company by way of a statutory plan of arrangement. 
  • Advising foreign governments in Europe, Africa, and Central and South America in connection with global bond offerings.
  • Advising underwriters in connection with the offering of common shares by an energy services company. 
  • Advising depository banks in connection with numerous ADR and global deposit receipt offerings.
  • Advising both corporate and government issuers in connection with exchange offers and buybacks of their outstanding debt securities.
  • Advising domestic and foreign companies in connection with issuer and third-party tender offers.
  • Advising companies in connection with both stock exchange listings and delistings.
  • Advising underwriters in connection with the SEC-registered offerings, and corresponding stock exchange listings, of exchange-traded funds and exchange-traded products.

Recognitions and Memberships

Recognitions

  • Legal Media Group’s Guide to the World’s Leading Banking Finance and Transactional Lawyers (2005 to 2017)
  • New York “Super Lawyers” (2012 to 2015)

Memberships

  • American Bar Association, International Securities and Capital Markets Committee: Vice Chair
  • Law360 Capital Markets Editorial Advisory Board (2017)

Prior Positions

  • U.S. Securities and Exchange Commission, Washington, D.C. (1990 to 1997)
    • Special Counsel, Division of Corporation Finance 
    • Attorney-Advisor, Division of Investment Management

Admissions

  • U.S. Court of Appeals, First Circuit
  • U.S. District Court, District of Massachusetts
  • New York
  • Massachusetts
  • District of Columbia

Education

  • J.D., Boston University School of Law, 1987, cum laude
  • B.A., University of Michigan, 1984

Languages

  • French