Joel Plainfield

Joel Plainfield

Associate

Contact Info

Phone: (212) 980-7217

Primary Office

New York
1270 Avenue of the Americas
Suite 2005
New York, NY 10020

Joel Plainfield

Associate

Joel Plainfield

Joel Plainfield represents clients in complex corporate and transactional matters, including commercial contracting, corporate formation and governance, and mergers and acquisitions. Joel also advises on legal matters connected with private placements and capital financing, winding up and dissolution of companies and commercial real estate deals.

Joel’s practice often places him in the role of “outside general counsel” to clients, working closely with and advising company executives, boards, and members to successfully close transactional matters and manage corporate governance matters. Joel’s experience includes negotiating, drafting and advising clients on a variety of transactional matters, including stock and asset purchases, commercial real estate sales and acquisitions, debt financing and loan agreements, confidentiality and non-disclosure agreements and corporate governance. He also has particular experience with contracts involving the use of technology in businesses, such as SaaS agreements, service and software license agreements, indefeasible rights of use agreements, data and personal information processing agreements, SLAs, as well as related ancillaries and schedules. Joel also advises clients with respect to information privacy and data security compliance and practices, service availability and failures, and IP ownership.

In addition to his transactional work, Joel provides executives with advice on compliance with the IRC and Securities Acts (1933 & 1934), including regulatory matters implicated by financing and M&A initiatives.

During his work with a prior firm, Joel worked in the Office of General Counsel for a leading testing, inspection and certification company through a secondment. His work there included negotiating and preparing service, license and sales agreement, as well as providing advice to executives and team leaders on environmental, intellectual property, privacy, securities, and employment issues and associated regulatory and legal matters. He also advised regional offices on regulatory compliance, contract, payment, and indemnity disputes, as well as represented the company in multiple M&A transactions. Joel also has significant experience in complex business and commercial litigation, successfully handling matters from inception to judgment in both state and federal trial and appellate courts. Joel’s experience litigating matters for a number of clients has provided him with perspective on the importance of structuring commercial transactions, diligence in corporate governance, and attention to detail in drafting.

Joel's focus on business, corporate, real estate and securities law is rooted in his studies of business finance and business law as an undergraduate at Boston University's School of Management. While earning his J.D. from Seton Hall University School of Law, Joel was selected for participation in the Securities and Exchange Commission's prestigious Law Student Observer Program, and was also a member of Seton Hall's Dispute Resolution Society's competition team.

Experience

Mergers and Acquisitions

Select representations include:

A compliance and testing corporation in an $8.5 million laboratory asset purchase. Negotiated and coordinated with the seller’s representative’s counsel as well as drafted and coordinated the APA, ancillary agreements, notices, and disclosure schedules.
A multinational corporation in a $15 million reverse triangle merger. In addition to negotiating and drafting the SPA and employment agreements, handled post-closing perfection of interests and clearing of encumbrances.
A multinational corporation in a $42.5 million acquisition of assets of a North American competitor. Handled the due diligence review and assessment of treatment of post-closing liabilities, indemnification, and escrow. Assisted in the defense of the client against claims filed by third-party creditors based on the theory of successor liability following the bankruptcy of the seller.
A European multinational company in a lateral acquisition opportunity in the Midwestern United States. Involved in the drafting of stock purchase and escrow agreements, review of third-party due diligence reports and strategic assessment of required seller disclosures and representations, and preparation of buyer schedules.
A founder in the reacquisition of an international health supplement and fitness corporation from a private equity firm at a more than 75-percent discount from the initial sale price (at $50 million valuation) to a private equity firm. Structured a spinoff of target assets into an SPV, negotiated and drafted the membership interest purchase agreement and release of liens on target assets from private equity financing. Assisted in the drafting of an opinion letter and coordination of the closing process with several other parties and their representatives.
Oral surgeons in the multi-million-dollar sale of a regional dental practice. Drafted separate purchase and sale agreements for clinical and non-clinical assets and prepared the disclosure schedules and inventory as required by the purchaser.
Capital Financing

Select representations include:

A telecommunications company in a $43 million mixed debt/equity private placement for funding to construct fiber optic lines from Jersey City to the southern portion of Manhattan. Advised and led the client through restructuring of its management team to facilitate financing as well as negotiated with and addressed dissident members. Drafted the offering memorandum and investment agreement in addition to coordinated due diligence and revisions to corporate governance documents.
A hybrid real estate and capital investment start-up in a 506(c) private placement with a $15 million capital raise target. Initially assisted the client in the development of their business model to address application of banking and lending regulations to activities. Responsible for company incorporation, and preparation of documents and filings including the private placement memorandum, pro-forma disclosures, subscription agreements, investor questionnaires, shareholders agreement, company bylaws, real estate option/terminable future purchase agreement, and restricted stock and founder’s agreement for founder’s issuance.
A real estate investment company in 506(b) and (c) private placements with initial targets of between $2 million and $7 million. Developed the initial client capital raise strategy and handled corporate due diligence and restructuring, incorporation of the holding company, and preparation of the private placement memorandum, financial disclosures, and shareholders and subscription agreements.
A regional commercial real estate developer in securing $27 million in financing in a combined convertible debt and revolving credit facility.

Thought Leadership

No results.

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Credentials and Accolades

Honors and Awards

Selected as a Rising Star in Business and Corporate Law by New Jersey Super Lawyers, 2018 to present

Education

J.D., Seton Hall University School of Law, 2013

  • Dispute Resolution Society
  • Best Appellate Brief, Appellate Advocacy Spring 2012
  • Corporate Law Society
  • Tax Law Society
  • Volunteer Income Tax Assistance Project
  • 2012 FINRA Securities Dispute Resolution Triathlon

B.S., magna cum laude, Boston University School of Management, 2008

Bar Admissions

New York
New Jersey

Joel Plainfield represents clients in complex corporate and transactional matters, including commercial contracting, corporate formation and governance, and mergers and acquisitions. Joel also advises on legal matters connected with private placements and capital financing, winding up and dissolution of companies and commercial real estate deals.

Joel’s practice often places him in the role of “outside general counsel” to clients, working closely with and advising company executives, boards, and members to successfully close transactional matters and manage corporate governance matters. Joel’s experience includes negotiating, drafting and advising clients on a variety of transactional matters, including stock and asset purchases, commercial real estate sales and acquisitions, debt financing and loan agreements, confidentiality and non-disclosure agreements and corporate governance. He also has particular experience with contracts involving the use of technology in businesses, such as SaaS agreements, service and software license agreements, indefeasible rights of use agreements, data and personal information processing agreements, SLAs, as well as related ancillaries and schedules. Joel also advises clients with respect to information privacy and data security compliance and practices, service availability and failures, and IP ownership.

In addition to his transactional work, Joel provides executives with advice on compliance with the IRC and Securities Acts (1933 & 1934), including regulatory matters implicated by financing and M&A initiatives.

During his work with a prior firm, Joel worked in the Office of General Counsel for a leading testing, inspection and certification company through a secondment. His work there included negotiating and preparing service, license and sales agreement, as well as providing advice to executives and team leaders on environmental, intellectual property, privacy, securities, and employment issues and associated regulatory and legal matters. He also advised regional offices on regulatory compliance, contract, payment, and indemnity disputes, as well as represented the company in multiple M&A transactions. Joel also has significant experience in complex business and commercial litigation, successfully handling matters from inception to judgment in both state and federal trial and appellate courts. Joel’s experience litigating matters for a number of clients has provided him with perspective on the importance of structuring commercial transactions, diligence in corporate governance, and attention to detail in drafting.

Joel's focus on business, corporate, real estate and securities law is rooted in his studies of business finance and business law as an undergraduate at Boston University's School of Management. While earning his J.D. from Seton Hall University School of Law, Joel was selected for participation in the Securities and Exchange Commission's prestigious Law Student Observer Program, and was also a member of Seton Hall's Dispute Resolution Society's competition team.