James J. Junewicz, Partner

James Junewicz is a partner in the firm’s Chicago and New York offices who specializes in securities offerings, mergers and acquisitions, and corporate governance.

Mr. Junewicz represents companies, underwriters, and placement agents in debt and equity offerings. His experience includes IPOs, offerings of high-yield securities (HY), U.S. offerings by foreign issuers, and underwritten calls. Mr. Junewicz regularly handles major merger and acquisition transactions and corporate restructurings, and advises boards of directors and executive management teams on Delaware law, federal securities laws, and Sarbanes-Oxley. He has represented every major investment bank.

Before entering private practice, Mr. Junewicz served as Assistant General Counsel of the U.S. Securities and Exchange Commission.

Mr. Junewicz has been listed in Chambers USA since 2004.  In 2013, he was named as a “BTI Client Service All-Star,” “singled out by general counsel for stellar client service” in securities law.

Mr. Junewicz is an adjunct professor at the Cornell University School of Law, where he teaches its course on capital markets transactions.

His representations include the following:

• Represented BofA Merrill Lynch in the $284 million initial public offering by Boise Cascade, a Madison Dearborn portfolio company.
• Represented AAR CORP. in connection with its Put Right Purchase Offer for its 1.75% Convertible Senior Notes due 2026.
• Represented BofA Merrill Lynch in the offering of $250 million of 6-3/8% Senior Notes due 2020 (HY) by Boise Cascade, L.L.C.
• Represented Hub International Limited in the sale of $740 million of 8.125% Senior Notes due 2018 (HY). Morgan Stanley, BofA Merrill Lynch, and RBC Capital Markets served as initial purchasers.
• Represented Silgan Holdings Inc. in the sale of $500 million of 5% Senior Notes due 2020 (HY). Deutsche Bank, Wells Fargo, and another leading diversified financial institution were the Initial Purchasers
• Represented Wells Fargo Securities in the sale by Stryker Corporation of $750 million of 2.00% Notes due 2016
• Represented AAR Corp. in the cross-border acquisition, for $280 million, of Teleflex Aviation Products (Norway) and Telair International GmbH (Germany)
• Represented Coleman Cable, Inc. in the acquisition of Technology Research Corporation (NASDAQ: TRCI) by means of a tender offer and merger
• Represented AAR Corp. in the cross-border acquisition of Airinmar Holdings Limited (U.K.)
• Represented Bank of America Merrill Lynch in the public offering of $108 million of common stock by Molina Healthcare Inc.
• Represented Bank of America Merrill Lynch in the public offering of $91.250 million of common stock by Emeritus Corporation
• Lear Corporation in the public offering of $350 million of 7.875% Senior Notes due 2018 and $350 million of 8.125% Senior Notes due 2020 (HY). Citi was the lead joint book-running manager
• Coleman Cable, Inc. in its $40 million “follow-on” offering of 9% Senior Notes due 2018 (HY). A leading diversified financial institution acted as the sole book-running manager
• Barclays Capital, Wells Fargo Securities, and another leading diversified financial institution in an offering by Stryker Corporation of $500 million of 3.000% Notes due 2015 and $500 million of 4.375% Notes due 2020
• Coleman Cable, Inc. in the sale of $235 million of 9% Senior Notes due 2018 (HY). Wells Fargo Securities and another leading diversified financial institution were the initial purchasers
• Represented Merrill Lynch & Co. in the public offering of 10,350,000 shares of common stock by Insituform Technologies, Inc.
• Wachovia Securities and Goldman Sachs, as initial purchasers, in the offering of $125 million of 9.5 percent senior subordinate notes due 2013 by DynCorp International LLC (HY)
• Represented Nuveen Investments, Inc. in the offering of $785,000,000 of 10 1/2% Senior Notes due 2015 (HY)
• Merrill Lynch & Co. in the public offering of four million shares of common stock by Zoltek Companies, Inc. and certain shareholders
• Bear, Stearns & Co. Inc. in the public offering of $200 million of senior notes due 2027 by Cogent Communications Group, Inc.
• Represented Wachovia Securities, as initial purchaser, in an offering of $100 million of 10-1/2% Senior Notes due 2010 (HY) by Southern States Cooperative
• Represented Jefferies & Company, Inc., as initial purchaser, in an offering of $46.5 million 12-1/2% Senior Secured Notes due 2009 and $6.5 million Senior Secured Floating Rate Notes due 2009 (HY) by Terphane Holding Corporation
• Represented Jefferies & Company, Inc., as initial purchaser, in an offering of $125 million of 9.5% Senior Secured Notes due 2008 (HY) by Blue Ridge Paper Products Inc.
• Represented Wachovia Securities, as initial purchaser, in an offering of $150 million of 9% Senior Subordinated Notes due 2013 (HY) by Le*Nature’s, Inc.
• Represented Salomon Smith Barney, as initial purchaser, in the sale by McLeodUSA Incorporated of $750 million of 11-3/8% Senior Notes due January 1, 2009 (HY)
• Drexel Burnham Lambert and Merrill Lynch in the sale by RJR Holdings Capital Corp. of $525 million of subordinated debentures and $225 million of subordinated extendible reset debentures (HY)
• Deutsche Bank Securities in a $180 million offering of common stock of Cogent Communications, Inc.
• Burlington Northern Santa Fe Corporation in its $1.3 billion offering of debentures
• Coleman Cable, Inc. in a $120 million Rule 144A high yield offering of senior notes (HY)
• Coleman Cable, Inc. in the acquisition of Copperfield LLC for $213 million
• Go2Call.com in the sale of telecom assets to deltathree inc.
• Lehman Brothers in a $400 million offering of investment grade notes by Joy Global Inc.
• RBC Capital Markets in a $103.5 million secondary offering of common stock of Cogent Communications Group, Inc.
• Coleman Cable Inc. in the $118.5 million sale of common stock in a Rule 144A offering by Friedman, Billings, Ramsey & Co., Inc.
• Morgan Stanley in the $95.3 million public offering of common stock by InnerWorkings, Inc.
• Burlington Northern Santa Fe Corporation in a $300 million offering
• Lehman Brothers in an $81 million offering of common stock by Cogent Communications
• NUCRYST Pharmaceuticals in its $45 million initial public offering of common stock
• BNSF Funding Trust I in a $500 million offering of preferred securities guaranteed by BNSF Corporation
• National Coal Corp. in a $55 million offering of senior secured notes and warrants (HY)
• Lehman Brothers in the $60 million initial public offering of common stock by Cogent Communications, Inc.
• Wachovia Securities in a $325 million Rule 144A offering of senior notes by Movie Gallery, Inc. (HY)
• GATX in its $2 billion divestiture of 34 liquid storage facilities located in nine countries
• Webmodal Inc., a technology start-up, in the sale of Webmodal to Enron
• Brambles USA in the sale of its equipment rental business to National Equipment Services, Inc.
• Luscar Coal Limited in an offering of $275 million of senior notes (HY)
• Falcon Building Products, Inc. in the acquisition of Falcon Building Products, Inc. by Investcorp
• Morgan Stanley & Co. Incorporated as financial advisor to Scotsman Industries, Inc. in its tender offer for Kysor Industrial
• Santa Fe Pacific Gold Corporation (a subsidiary of Santa Fe Pacific Corporation) in the initial public offering of 18 million shares of its common stock
• Falcon Building Products, Inc. (an affiliate of Mr. Sam Zell) in its initial public offering of 8.125 million shares of common stock
• Brambles Industries Limited and Brambles USA, Inc. in the $260 million acquisition of Environmental Systems Company, a NYSE company, by means of a tender offer and subsequent second-step merger

Honors and Awards

Mr. Junewicz was listed in the 2004-2012 editions of Chambers USA, which has recognized him as an outstanding securities lawyer who has “...‘intimate knowledge of the SEC process…’” and is “...‘excellent at understanding and spotting issues.’”

Legal 500 notes that "Winston & Strawn continues to grow its capital markets practice, with the 'effective and responsive' Jim Junewicz leading the team from Chicago."

US News & World Report's law firm survey includes the following client comment: "I have been working with Jim Junewicz and Winston for more than five years and they do an excellent job!" 

Named as “2013 BTI Client Service All-Star” in securities law (one of 24 lawyers named).

Mr. Junewicz also was honored in the 25th anniversary edition of The Best Lawyers in America for his work in securities law. In 1983 he received the Manuel F. Cohen Award, given annually to an SEC attorney under the age of 35 who has made an outstanding contribution to the work of the SEC.

Activities

Mr. Junewicz formerly served as a trustee of the Chicago Shakespeare Theater and as a member of the Planning Commission of Kenilworth, IL.

Education

Speeches and Publications

Mr. Junewicz’s publications include "The Credit Roundtable's Proposals to Improve Covenant Protections in the Investment-Grade Bond Market," Pratt's Journal of Bankruptcy Law, February/March 2008 (with David Sakowitz); “The SEC’s Recent Enforcement Actions Under Regulation FD,” Securities & Commodities Regulation, March 2003; “The SEC Raises the Stakes in Issuer-Analyst Communications,” Securities & Commodities Regulation, November 2000; “Tender Offers for Debt Securities,” Insights, January 1996; “Handling Wall Street Analysts,” Insights, January 1995; “After Collapse of Junk Market, Insider-Trading Issues Surface,” The National Law Journal, April 1991; “A Fresh Look at Poison Pills,” The Business Lawyer, May 1987; “A Reappraisal of Current Regulation of Mergers and Acquisitions,” University of Pennsylvania Law Review, April 1984; “Does the SEC Have the Power to Enact the Unocal Rule – and Is It Wise?” The National Law Journal, January 1986; “Illinois Cools the Takeover Fever,” Directorship, 1986; “Insider Trading Act Is Needed, But Without Defining the Term,” The National Law Journal, April 1984; “Piecemeal Reform Suggested by Tender Offer Bill,” Legal Times, August 1984; “SEC Blocked in Effort to Limit Takeover Defense Tactic,” Legal Times, May 1984; “The Appropriate Limits of Section 14 (e) of the Securities Exchange Act of 1934,” Texas Law Review, April 1984; and “Portfolio Theory and Pension Plan Disclosure,” New York University Law Review, December 1978.

Mr. Junewicz is a regular participant in securities law programs. He recently spoke at PLI’s Annual Disclosure Documents 2012: Preparation of Disclosure Documents, Annual Meeting and Regulatory Developments on emerging growth companies and insider trading, FCPA, and securities offerings developments.