Joel H. Trotter is the Global Co-Chair of the Public Company Representation Practice and the Co-Chair of the firm's national office, a central resource for clients and Latham lawyers facing complex issues arising under the US securities laws. He previously served for 10 years as Co-Chair of the Corporate Department in the Washington, D.C. office.
Mr. Trotter's practice focuses on capital markets transactions, mergers and acquisitions, securities regulation, and corporate governance. Mr. Trotter represents major New York Stock Exchange and Nasdaq companies, and counsels issuers and underwriters in the public offering process and other Securities and Exchange Commission-related matters. He serves as special counsel for boards of directors, on governance issues, corporate crises, and business combination proposals.
As one of two lawyers on the IPO Task Force, Mr. Trotter served as a principal author of the IPO-related provisions of the JOBS Act of 2012, enacted by a nearly unanimous Congress.
Law360 named Mr. Trotter one of the 10 Most Admired Securities Attorneys from over 1,000 nominations. With "deep expertise and excellent judgment" on sophisticated securities matters, he is "one of the firm's go-to sources for advice," described by Law360 as a "smart, creative and responsive" counselor who "knows how to listen" and is "always available and never seems stressed." The Legal 500 US (2017) recommended Mr. Trotter for Corporate Governance (Tier 1), and Law Business Research named him to the International Who's Who of Capital Markets Lawyers.
Mr. Trotter has represented:
- Issuers and underwriters in over 150 initial public offerings (IPO) as the firm's national office advisor on complex issues
- ArthroCare in its earnings restatement and subsequent US$1.7 billion sale
- Carlyle in corporate governance and strategic securities law issues
- Checkpoint Systems in its US$443 million sale
- Fannie Mae in one of the largest earnings restatements in history
- Fantex in its IPO of tracking stocks linked to professional athletes
- FMC Technologies in its US$13 billion merger with Technip
- Kimco Realty on US$4.5 billion in capital markets transactions
- Omnicom on major strategic issues and corporate governance
- Starbucks on corporate governance and securities matters
- T-Mobile on corporate governance and securities matters
- VEON on corporate governance and ADS resales of US$921 million
Mr. Trotter also has obtained results from the SEC's Division of Corporation Finance yielding multi-million US dollar cost savings:
- Resolving IPO interpretive questions under JOBS Act provisions of which Mr. Trotter was a principal author
- Avoiding earnings restatements and defending the outcomes with the SEC Staff, including error corrections equal to 9% of annual net loss
- Obtaining SEC Staff waivers from financial statement requirements
- Resolving auditor independence violations that, absent SEC waiver, would require re-audit
- Obtaining SEC exemptive relief from mandatory periodic reporting to defeat a hedge fund's economically coercive buyout demand