Jennifer Carlson

Jennifer J. Carlson is a Corporate & Securities partner in Mayer Brown’s Palo Alto office. Her practice focuses on capital markets, mergers and acquisitions, and general corporate matters. She represents companies, investors, and underwriters in a wide variety of capital markets and finance transactions, including initial public, follow-on, and secondary equity offerings; investment grade, high yield, and convertible debt offerings; venture capital investments; and liability management transactions.

Jen also represents buyers and sellers in private and public mergers and acquisitions, tender offers, private equity investments, and other strategic transactions. In addition to her transactional practice, Jen counsels companies regarding securities law compliance, stock exchange listing requirements, fiduciary duties, corporate governance, and other matters.

Jen represents publicly-traded and private start-up companies, as well as the institutions and individuals that finance them, across a wide range of industries, including Life Sciences; Energy; Technology, Media, and Telecommunications; Retail; Hospitality and Leisure; Insurance (including InsurTech); and Financial Services (including FinTech).

Before entering the legal profession, Jen had a career in the fields of biochemistry and genetics at Indiana University-Bloomington and Oregon Health Sciences University in Portland, Oregon, with published research in protein-protein and protein-nucleic acid interactions.

Education :

• Northwestern University School of Law, JD, cum laude
• Augustana College, BA, magna cum laude

Admissions :

• California
• Illinois
• US District Court for the Northern District of Illinois

Activities :

• American Bar Association
• Society of Corporate Secretaries and Governance Professionals

Experience :

• The underwriters in the $100M initial public offering of Workiva Inc. and listing on the New York Stock Exchange.
• Potbelly Corporation in its $120M initial public offering (primary and secondary) and listing on The Nasdaq Stock Market LLC.
• TransAlta Renewables Inc., as US counsel, in its $200M initial public offering and listing on The Toronto Stock Exchange.
• Credit Suisse and UBS Investment Bank in the concurrent public offerings of $300M of convertible senior notes and $100M of common stock by Energy Conversion Devices, Inc.
• The underwriters in Section 3(a)(2) and Section 3(a)(4) offerings of taxable fixed rate bonds by charitable organizations and universities.
• Isle of Capri Casinos, Inc. in a $350M high yield notes offering pursuant to Rule 144A/Reg S and a concurrent tender offer and consent solicitation for its senior subordinated notes.
• Issuers and underwriters in connection with the establishment of, and issuances under, medium term notes programs and retail notes programs.
• A photolithography technology company in its first venture capital investment and strategic alliance with a semiconductor lithography company.
• An international bank in its SEC-registered and Rule 144A/Reg S structured notes program.
• Ball Corporation in its $577M purchase of assets from Anheuser-Busch InBev, including public offerings of high yield senior notes totaling $1.7B.
• Wm Wrigley Jr. Company in its acquisition financing for the Life Savers and Altoids businesses of Kraft Foods Inc., including a $500M public offering of senior notes