Mr. Giove is a partner in the Capital Markets Group of Shearman and Sterling and a current member and co-founder of the firm’s Corporate Governance Advisory Group. His practice is principally focused on counseling corporate clients with respect to strategic, governance, financing and public company matters.
• His strategic transactional experience includes representing clients in connection with spin-offs, going private transactions, tender and exchange offers and internal corporate reorganizations.
• His governance experience includes advising boards, their committees and senior management with respect to the full range of corporate governance matters, such as board practices and structures, proxy access, anti-takeover defenses, shareholder proposals, dealing with activists, crisis management, annual board self-evaluations and dealing with external constituencies, including shareholders, proxy advisory firms and regulators.
• His financing experience includes representing issuers and underwriters in a wide variety of transactions, such as IPOs, offerings of convertible securities, high yield bonds and investment grade debt as well as a full range of liability management transactions.
• His public company practice includes advising public (and pre-IPO) companies with respect to all aspects of their public disclosures, SEC, NYSE and NASDAQ compliance matters as well as the securities law aspects of various transactions, including mergers, acquisitions and dispositions, share and debt repurchase programs, issuer self-tender offers and Rule 10b5-1 plans.
He joined the firm in 1987, became a partner in 1993, was the co-head of its US Capital Markets Group from 2003-2007, was a member of the firm’s Global Business Development Committee from 2008-2010 and was co-chair of the firm’s Corporate Governance Advisory Group from 2007-2013.