Kelly G. Howard, Partner Washington, D.C.
khoward@crowell.com
Phone: +1 202.624.2993
1001 Pennsylvania Avenue NW
Washington, DC 20004-2595

Kelly Howard is a partner in the firm's Corporate Group. Her practice primarily involves securities transactions, securities reporting and compliance, private placements, and investment fund counseling. She also focuses on mergers and acquisitions, investments, corporate governance, commercial and corporate contracts, licensing and general corporate counseling. Her experience covers a range of corporate and securities counseling and transactions, and includes U.S. securities registrations, securities law periodic reporting, proxy solicitations, corporate governance guidance, "blue sky" law compliance, Section 13 and Section 16 reporting and stock exchange requirements; mergers, asset and stock acquisitions and dispositions; public and private offerings of debt and equity securities; venture capital investments; and formation of joint ventures and teaming agreements.

Kelly has represented public companies listed on the NYSE, NASDAQ and NYSE MKT, health care companies, health care technology companies, defense and government contractors, software and technology companies, non-profit companies, investment funds, individual investors, start-ups and emerging businesses. Her practice spans a variety of business sectors, with a particularly deep focus in the healthcare technology, government contracting and healthcare industries.

Representative Transactions:

  • Representation of Signature Group Holdings, Inc. in its aggregate $60 million stapled rights offering, $28.5 million registered primary offering and $3 million private placement accompanying its $525 million acquisition of global aluminum recycling and specification alloy business of Aleris Corporation.
  • Representation of a leading local digital video advertising and programmatic technology company to a NASDAQ-listed diversified media company.
  • Representation of an investor group in a proxy contest and successful election of full director slate of a leading online dating company.
  • Representation of a private equity fund in the acquisition of two leading aftermarket automotive performance product manufacturers.
  • Representation of an investor group in a proxy contest and settlement with a diversified business and financial services enterprise.
  • Representation of a leading media, event, information and strategic marketing services company in its acquisition of the leading sustainable construction industry trade show.
  • Representation of a group of investment funds in a proxy contest and takeover of an NYSE MKT-listed infusion pump business.
  • Representation of an NYSE MKT-listed semiconductor manufacturer in a Dutch auction tender offer and establishment of a stockholder rights plan.
  • Representation of QuadraMed Corporation, a NASDAQ-listed healthcare information technology company, in its "go-private" transaction with Francisco Partners, a private equity firm.
  • Representation of the Academy for Educational Development, Inc. (AED), a $400M+ non-profit and top-10 USAID vendor, in the sale of all assets and programs to Family Health International (FHI).
  • Representation of a NASDAQ- listed industrial distributor and commercial and military aerospace and defense manufacturer and subcontractor in a $115 million convertible senior note offering.
  • Representation of a NYSE-listed automated equipment and software provider in its asset sale of an ophthalmic lens processing division.
  • Representation of an OTC-quoted online medical device corporation in an $8 million equity and $2 million debt private offering.
  • Representation of majority stockholder in conversion of debt to common stock in NASDAQ-listed online diet company.
  • Representation of QuadraMed Corporation in its asset disposition of its Australian laboratory business.
  • Representation of lead investor in formation and financing of TV company delivering IPTV-based content in North America.
  • Representation of large munitions and defense government contractor in formation of joint venture with another large munitions and defense government contractor for development of defense technology.
  • Representation of international mobile services company in sale of its U.S. subsidiary to a U.S. mobile services company.
  • Representation of QuadraMed Corporation in asset acquisition of U.S., U.K. and Canadian healthcare information technology business from Misys Hospital Systems, a subsidiary of Misys plc.
  • Representation of defense contractor in its acquisition by multinational IT and computer networking company.
  • Representation of QuadraMed Corporation in its acquisition of a healthcare scheduling technology company.
  • Representation of QuadraMed Corporation in $100 million private offering of Rule 144A eligible convertible preferred stock.
  • Representation of QuadraMed Corporation in its acquisition of an Australian and U.K. information technology company.

Prior to joining Crowell & Moring in 2005, Kelly was an associate for three years in the Northern Virginia office of Miles & Stockbridge, P.C., where she practiced in the firm's corporate/securities and intellectual property/technology groups.

Kelly received a B.S. in biology in 1999 from the University of North Carolina at Chapel Hill. In 2002, Kelly earned a J.D. from the University of Virginia School of Law, where she was business development editor of the Virginia Journal of Law and Technology, columnist for the Virginia Law Weekly, and member of Virginia Law Women. She is admitted to practice in the Commonwealth of Virginia, the District of Columbia and the U.S. Court of Appeals for the Fourth Circuit.



Affiliations

Admitted to practice: District of Columbia, Virginia



Highlights, News & Knowledge


Speeches & Presentations



Publications

  • "The Mining Law Monitor," Crowell & Moring Publication, Vol. 27, Issue 2 (Summer 2014). Editor: Daniel W. Wolff; Authors: Thomas P. Gies, Matthew W. Cheney, Kelly G. Howard, and Daniel W. Wolff.
  • "Over a Barrel: Strategic Considerations for Investment Funds at the Crossroads of Antitrust and Securities Law Bloomberg BNA – Antitrust & Trade Regulation Report, Vol. 103, No. 2579 (December 2012). Co-Authors: Richard C. Holbrook, Jr., Kelly G. Howard, Ryan Tisch, and Christie Stahlke.
  • "When a Company's Forward-looking Statements Find No Safe Harbor: Bespeaks Caution Doctrine Provides Alternative Protection," Bloomberg Law Reports – Corporate Governance, Vol. 3, No. 4 (May 2006). Co-Authors: Morris F. DeFeo, Jr., Amanda J. Paracuellos, and Kelly G. Howard.


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Firm News & Announcements

Jun.15.2016 Deal Note: Crowell & Moring Advises GigPeak, Inc. on Underwritten Public Offering
May.27.2016 Deal Note: Crowell & Moring Advises UniPixel on Underwritten Public Offering
Aug.21.2015 Deal Note: Crowell & Moring Advises GigOptix on Underwritten Public Offering
Feb.02.2015 Deal Note: Crowell & Moring Client, Yashi, Inc. Announces Acquisition by Nexstar Broadcasting Group
Oct.27.2014 Deal Note: Crowell & Moring Client Integrated BioTherapeutics Enters Into Exclusive Agreement with Chembio Diagnostics to Develop POC Diagnostic Tests for Ebola
Jan.26.2012 Crowell & Moring Elects Seven New Partners and Promotes 22 Attorneys to Counsel Positions
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