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Practice Area
Government Investigations, Enforcement & Compliance
Recognized for “Corporate Crime & Investigations: Highly Regarded – Nationwide” by Chambers USA in 2024, Winston’s Government Investigations, Enforcement, and Compliance Practice assists individuals, companies, and organizations with government investigations and enforcement matters; related criminal and civil litigation; trials; appeals; congressional oversight; internal investigations; and compliance counseling and program development and enhancement. We are comprised of 80+ litigators, with more than a dozen former prosecutors from the SEC, Main Justice, and U.S. Attorneys’ Offices nationwide, including two former U.S. Attorneys, Regional Supervisors, the former Chief of IRS Criminal Investigations, and a former Acting Assistant Attorney General, ENRD, DOJ. We are known for our zealous advocacy, our unyielding commitment to our clients, and for protecting and defending clients’ interests with legal acumen that’s second to none.
Practice Area
Winston & Strawn represents both private investment fund managers and institutional investors in the full range of legal and market practice issues involved in establishing, managing, and investing in private investment vehicles. By representing both managers and institutional investors, our attorneys have a unique perspective on the market drawing from in-depth experience and state-of-the-art knowledge of legal issues, deal terms, and market trends.
Practice Area
International trade is essential for the growth and development of global economies and businesses. As international trade has expanded and developed, so too have the myriad rules and regulations that govern it. The global compliance environment is becoming more complex by the day and can be difficult to navigate without the assistance of experienced counsel. Failure to comply with international trade rules and regulations—even if done so unwittingly—can lead to civil and criminal penalties, monitorships, consent agreements, debarment, reputational damage, substantial administrative burden, legal expense, and unsatisfied business objectives. Increasingly, there also is exposure for individual officers/directors, which can include monetary penalties and, potentially, jail time.
Experience 5 results
Experience
|May 2, 2022
SAITECH Ltd. Becomes a Publicly Traded Company Via Merger with TradeUP Global Corp.
Winston & Strawn represented SAITECH Limited ("SAITECH" or the Company), a Eurasia-based energy saving bitcoin mining operator that engages in the hosting of bitcoin mining machines for its clients, in connection with its definitive business combination agreement with TradeUP Global Corp. (Nasdaq: TUGC for Class A ordinary shares; TUGCU for units) ("TradeUP Global"), a publicly traded special purpose acquisition company, that will result in SAITECH becoming a publicly listed company on NASDAQ under the new ticker symbol "SAI." The transaction values the Company, which generated revenue of approximately US$8.0M in the first half of 2021, at a pro forma equity value of US$228M. Estimated cash proceeds to the Company from the transaction are expected to consist of TradeUP Global's US$44.9M of cash in trust (assuming no redemptions). The Company expects to use the proceeds from the transaction to invest in SAITECH's growth initiatives and recycled energy technologies, including expanding the current mining data center operation capacity in Eurasia, deploying more heating data center sites in Northern Europe, exploring new mining operation sites globally, and to provide additional working capital in addition to covering transaction-related costs. Upon the closing of the transaction, and assuming none of TradeUP Global's public shareholders elect to redeem their shares, existing SAITECH shareholders, including ESAH, are expected to own approximately 80% of the outstanding ordinary shares of combined company, the TradeUP Global sponsor is expected to own approximately 4% of the outstanding ordinary shares of the combined company (and, together with certain affiliates that are existing shareholders of SAITECH), beneficially own approximately 14%), and TradeUP Global public shareholders are expected to own approximately 16% of the outstanding ordinary shares of combined company. ESAH will receive new Class B ordinary shares of TradeUP Global in exchange for existing Class B ordinary shares of SAITECH that will entitle ESAH to approximately 87% of the voting power of the TradeUP Global Class A ordinary shares and Class B ordinary shares voting together as a single class. Such new series of TradeUP Class B ordinary shares will otherwise have the same economic terms as Class A ordinary shares.
Experience
|January 1, 2022
TradeStation Announces Business Combination with Quantum FinTech
Winston & Strawn LLP represented Quantum FinTech Acquisition Corp. (NYSE: QFTA), a special purpose acquisition company, in its business combination with TradeStation, a fintech pioneer through which TradeStation will become a publicly traded, NYSE-listed company under the ticker symbol “TRDE.” The transaction is expected to close in the first half of 2022. Net proceeds from the transaction are intended to be used to help fund the company’s plans to accelerate account and revenue growth through substantially increased brand-awareness and performance-based marketing spend, as well as increased product development and IT headcount for completion of certain new product feature initiatives, and to add liquidity to support an anticipated larger customer base. The transaction values the combined company at an implied pro forma enterprise value of approximately US$1.43B. The structure of the business combination involves a merger between a newly formed subsidiary of TradeStation and Quantum FinTech, with Quantum FinTech surviving the merger and becoming a wholly owned subsidiary of TradeStation. Quantum FinTech’s shareholders, including the PIPE investors, will receive shares in TradeStation in exchange for their Quantum FinTech shares. Each Quantum FinTech share held by the PIPE investors and the sponsors of Quantum FinTech will be exchanged for one common share of TradeStation; however, each holder of a Quantum FinTech public share that has elected not to redeem will receive more than one common share of TradeStation based on an exchange ratio formula supported by the issuance of an additional 750,000 shares of TradeStation common stock. More specifically, the holders of Quantum FinTech public shares will receive in exchange for each share they have elected not to redeem a number of shares of TradeStation common stock equal to (1) the sum of the total number of non-redeemed Quantum FinTech public shares and 750,000, divided by (2) the total number of non-redeemed Quantum FinTech public shares. Under this formula, if zero shares are redeemed each Quantum Fintech public share will be exchanged for 1.037 shares of TradeStation common stock and, as another example, if 90% of the Quantum public shares are redeemed each Quantum FinTech public share will be exchanged for 1.373 shares of TradeStation common stock.
Insights & News 401 results
The Reg E Reader
|March 12, 2025
|4 Min Read
Mississippi Judge Allows Reg E’s Newest Defenders to Pick Up Where CFPB Left Off
On March 4, 2025, a Mississippi federal judge granted two outside nonprofits intervenor status in a lawsuit defending the CFPB’s $5-overdraft-fee rule, amending Reg E and Reg Z, allowing nonprofits to mount a vigorous defense that the judge believed the CFPB would have presented absent administration changes in January. In receiving intervenor status, the nonprofits are now parties to the ongoing lawsuit and can fully participate in defending their interests accordingly.
Capital Markets & Securities Law Watch
|March 11, 2025
|3 Min Read
On March 4, 2025, the proxy advisory firm Glass, Lewis & Co. (Glass Lewis) stated in an email to its clients that it will continue to consider the diversity of a company’s board of directors when making voting recommendations with respect to the election or re-election of directors of U.S. companies.
Webinar
|March 6, 2025
State Attorneys General: The New Financial Regulators?
With the Trump administration pushing to curtail the Consumer Financial Protection Bureau’s authority, a critical question emerges: Will state attorneys general step up to fill the gap? The financial services industry faces growing uncertainty, making it more important than ever to understand the shifting regulatory landscape.
Other Results 22 results
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