Bar Admissions

  • Maryland

Education

  • LL.M., Securities and Financial Regulations, Georgetown University Law Center, 1999
  • J.D., University of Baltimore School of Law, 1997
  • B.S., Cornell University, 1993

Memberships

  • American Bar Association

    Maryland State Bar Association
T +1 410.528.2355
F +1 410.244.7742
 

Eric R. Smith

Partner

Eric Smith is a member of Venable's corporate transactions and finance group. He regularly represents public and private companies in mergers and acquisitions, capital raising transactions, and joint ventures, and acts as outside general counsel to numerous companies. Eric also regularly works with private equity funds, hedge funds, venture capital funds and their investors in connection with portfolio transactions, fund formation, and securities compliance. He also advises public companies in connection with their periodic SEC reporting obligations, stockholder relations and the rules established by securities exchanges.

Eric's industry experience is wide-ranging and includes representation of clients involved in retail, manufacturing, real estate, healthcare, cyber security, professional sports, financial services, government contracting, entertainment, business services and energy.

Prior to entering private practice, Eric worked as in-house counsel for a manufacturing and wholesale food company where he handled issues relating to shareholder rights and corporate governance, mergers and acquisitions, corporate planning, contracting, and anti-trust.

Significant Matters

Below is a sampling of Eric's recent transactions and representations.

Mergers, Acquisitions and Joint Ventures
  • Representation of Nemetschek SE in connection with its acquisition of Design Data Corporation
  • Representation of Legg Mason, Inc. in its sale of 1919 Investment Counsel & Trust Company, N.A., formerly known as Legg Mason Investment Counsel & Trust Company, N.A., to Stifel Financial Corporation
  • Representation of acquiring bank in its acquisition and recapitalization of First Mariner Bank
  • Representation of the majority owners of both an NHL franchise and an NBA franchise in the acquisition of the minority owners' interests
  • Representation of Circuit City in a $290 million tender offer for all outstanding shares of InterTan, Inc.
  • Representation of a private company in connection with a reverse-merger into a public shell and related SEC registration
  • Representation of AMF Bowling Worldwide in a $670 million leveraged buy-out by a private equity fund
  • Seller's counsel in a $180 million sale of a minority interest in a private company to an investment bank
  • Representation of a NASDAQ listed biotechnology company in a corporate reorganization designed to preserve $380 million in NOLs
  • Seller's counsel in a sale to private equity fund of a majority interest of an IT solutions government contractor with an enterprise value of $61.5 million
  • Representation of Circuit City in the split-off of CarMax, Inc. as an NYSE listed corporation with an initial market capitalization in excess of $2 billion
  • Seller's counsel in the sale of a government contracting IT firm with an enterprise value of $160 million
  • Representation of a publicly-traded petroleum refiner and marketer in a "going-private" transaction valued in excess of $100 million
  • Representation of a private equity fund in a $30 million "going-private" acquisition of a publicly-traded resort operator
  • Representation of a publicly-traded defense contractor in the establishment of a joint venture with an Israeli company
  • Seller's counsel in a $20 million sale of membership interests of a government contracting consultant
  • Seller's counsel in a $20 million sale of a subsidiary of a publicly-traded biotechnology company
  • Representation of multiple privately-owned companies in purchases and sales of companies

Corporate Finance
  • Issuer's counsel in $137 million follow-on public common stock offering of an NYSE listed corporation
  • Issuer's counsel in connection with an initial public offering and related exchange listing by a real estate investment trust
  • Issuer's counsel to a real estate investment trust in connection with a private placement totally in excess of $100 million
  • Representation of numerous privately-owned companies and investors in connection with angel- and venture-backed private placement transactions
  • Underwriter's counsel in a $40 million preferred stock offering by a NASDAQ listed corporation
  • Underwriter's counsel in a $10.7 million follow-on common stock offering by a NASDAQ listed corporation
  • Representation of privately-owned biotechnology company in a $35 million private offering
  • Representation of a REIT issuer in connection with $60 million private capital raise
  • Issuer's counsel in $200 million, $300 million and $400 million Senior Notes offerings by an NYSE listed corporation
  • Issuer's counsel in $300 million 144A debt offering and subsequent exchange offer by an NYSE listed corporation
  • Issuer's counsel in $1.3 billion and $1.2 billion shelf registrations by an NYSE listed corporation

Fund Formation and Investment Adviser Compliance
  • Representation of sponsors of private equity funds, hedge funds and real estate funds in connection with fund formation and capital raising
  • Representation of investors in private equity funds, real estate funds, hedge funds and venture capital funds in connection with initial investment and secondary market transfers of fund interests
  • Representation of sponsors of private equity funds, real estate funds and hedge funds in connection with investment adviser regulatory compliance under federal and state securities laws
  • Representation of a real estate trust with investments in excess of $3.5 billion in connection with fund organization and capital raising
  • Representation of investment advisory firms in connection with federal and state securities law compliance

Activities

Eric is a member of the ABA Committee on Federal Regulation of Securities, Committee on Negotiated Acquisitions and Committee on Corporate Governance.  He also serves on the Board of The First Tee of Baltimore.