Arif Soto

Associate
Arif Soto

Arif Soto guides clients through the full life cycle of corporate finance transactions, from initial public offering (IPO) to ongoing public company stewardship. With experience representing both issuers and underwriters, Arif brings a comprehensive, dual perspective to every transaction. He advises on traditional and special-purpose acquisition company (SPAC) IPOs, de-SPAC business combinations, shelf registrations, at-the-market (ATM) offerings, registered direct transactions, and private placements, including private investments in public equity (PIPE). This cross-market fluency enables him to anticipate challenges, structure solutions, and deliver practical counsel whether clients are raising capital or facilitating it.

Arif's SPAC and de-SPAC experience is particularly robust, spanning the complete transaction arc from formation through business combination. He understands the unique regulatory landscape and market expectations that define these transactions.

Beyond discrete capital raises, Arif serves as ongoing securities counsel to public companies navigating the complexities of federal and state compliance. He advises on Securities Act and Exchange Act obligations, stock exchange rules, corporate governance matters, and strategic disclosure. His regular work includes preparing and reviewing SEC filings, to ensure clients stay ahead of evolving regulatory requirements while maintaining clear, effective communication with investors and regulators.

Experience

Representative Matters

SPAC Transactions

  • Represented Avalon Acquisition Inc. in its $207 million IPO and subsequent business combination with The Beneficient Company Group, L.P., a technology-enabled platform providing liquidity, data, custody, and trust services to holders of alternative assets, navigating the complete transaction life cycle from formation through de-SPAC closing
  • Represented Translational Development Acquisition Corp. in its $172.5 million IPO
  • Represented Counter Press Acquisition Corporation in its $86.25 million IPO
  • Represented Origin Investment Corp I in its $60.9 million IPO

Traditional IPOs and Follow-On Offerings

  • Represented ThinkEquity, as underwriter, in public offerings and IPOs for multiple life sciences and biotechnology companies, including a $28.75 million IPO of Context Therapeutics Inc., a $21 million offering of Annovis Bio, Inc., a $10 million IPO of MAIA Biotechnology, Inc., a $7.5 million IPO of Azitra, Inc., a $5.75 million offering of MAIA Biotechnology, Inc., and a $5 million offering of Azitra, Inc.

ATM Programs and Other Capital Raises

  • Represented Allarity Therapeutics, Inc., a clinical-stage oncology company, in multiple capital-raising transactions, including a $30 million at-the-market offering, a $20 million note financing, a $6 million committed equity facility, and a $1.4 million private placement of senior convertible notes
  • Represented ThinkEquity, as a sales agent, in the $7 million at-the-market offering of MAIA Biotechnology, Inc.
  • Represented a Nasdaq Global Select Market electronics manufacturing services company in a registered offering of $400 million in 6.000% Notes due 2028
  • Represented Ideanomics, Inc., a global electric vehicle company focused on driving the adoption of electric commercial vehicles, in its public offering launch for the purchase of Energica Motor Company S.p.a.

Insights

Credentials
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Education

  • LL.M. Benjamin N. Cardozo School of Law 2018
    • Dean’s Merit Scholarship
    • Heyman Scholar, The Samuel and Ronnie Heyman Center on Corporate Governance
  • M.A. Washington University in St. Louis 2011
  • LL.B. Baku State University 2009

Bar Admissions

  • New York

Professional Memberships and Activities

  • Member, American Bar Association
    • Committee on Federal Regulation of Securities

Languages

  • Russian
  • Turkish
  • Azerbaijani