People / Matthew Fry

Matthew L. Fry

Partner | Co-Chair - Capital Markets and Securities Practice Group Dallas New York

T +1 214.651.5443

F +1 214.200.0916

matt.fry@haynesboone.com

Biography

Matt Fry is a partner and co-chair of the Capital Markets and Securities Practice Group. Matt advises issuers, investors and underwriters in a variety of business transactions, with a concentration in public and private securities offerings. His other areas of practice include periodic reporting compliance with the SEC, corporate governance, venture capital financings, public and private mergers and acquisitions, and general corporate planning and representation. Matt was selected for inclusion in Texas Super Lawyers Rising Stars, Thomson Reuters, for Securities and Corporate Finance, 2014-2021. Matt was also recognized by D Magazine, D Magazine Partners, in "Best Lawyers in Dallas" for Corporate Securities/Capital Markets, 2021-2024.

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Selected Client Representations

Brand Engagement Network Inc., a provider of customer engagement AI technology, in its merger with special purpose acquisition company DHC Acquisition Corp. and public listing with an implied equity value of $358 million, as well as a $32.5 million raise of binding PIPE commitments.
The Beneficient Company Group, L.P., a Dallas-based provider of liquidity, data analytics, custody and trust services to holders of alternative assets, in its merger with special-purpose acquisition company Avalon Acquisition Inc. and public listing with an implied equity value of over $3 billion.
Represented WinVest Acquisition Corp. (Nasdaq: WINVU), a special purpose acquisition company (SPAC), in its $115 million initial public offering.
A SPAC in its $115 million initial public offering.
A provider of surgical and chronic wound care products in a registered follow-on offering.
An underwriter and placement agent in connection with public and private offerings of common stock and warrants of clinical stage biopharmaceutical, medical device and biotechnology companies
An electric vehicle manufacturer in its reverse merger with a publicly traded company, Nasdaq listing and registered direct offering
A placement agent in connection with a private investment in public equity (PIPE) by a clinical stage biopharmaceutical company
A national bank in its strategic investments in financial technology, big data analytics and business payments companies
Family offices and funds in their investments in emerging companies and publicly traded companies
A multinational networking and telecommunications company in its strategic investments in emerging technology companies
A medical device company in its public offering of common stock and warrants
A prominent private equity fund in its co-investments
Sale of a publicly traded manufacturer and supplier of spray foam insulation and coatings for the construction industry
$212.5 million issuance of debt and equity in connection with a prepackaged Chapter 11 reorganization of a satellite communications and network infrastructure services company to the telecommunications industry
A manufacturer and commercial provider of advanced prescription lenses, finished eyewear and vision technologies in a series of debt financings
A national bank in an initial public offering by a national securities exchange
A provider of human capital management software in a follow-on common stock offering
A clinical stage biopharmaceutical company in its reverse merger with a publicly traded company and Nasdaq listing
Selling stockholders in a follow-on offering by a technology solutions provider to the global travel and tourism industry
A publicly traded seismic services company in its registered stock-for-stock merger with a publicly traded company
A telecom network infrastructure services company in its registered A/B exchanges of debt
Acquisition of an in-building wireless services company
A financial holding company in its registered sale to a publicly traded company
A publicly traded golf equipment manufacturer in its sale to an international sporting goods conglomerate
A national bank in a follow-on registered offering by an exploration and production company
A national bank in an initial public offering by a provider of foreign exchange trading solutions
A financial holding company in its sale of preferred stock
A telecom network infrastructure services company in its 144A offerings of high-yield debt
A publicly traded broker-dealer in its registered public sale by merger to a publicly traded investment bank
An exploration and production company in its registered debt offering

Professional Affiliations and Engagements

State Bar of Texas, Member
Dallas Bar Association, Member
Dallas Bar Association, Securities Section, 2019 Chair

Publications and Speaking Engagements

“Lessons from WeWork: Privilege Protections for Board Member Communications,” co-presenter, Association of Corporate Counsel (ACC), Dallas, Texas, April 2021.
“Buying the Dip: Equity and Debt Repurchases,” co-presenter, June 30, 2020.
“Issues facing the Capital Markets and Securities Industry,” co-presenter, March 26, 2020.
“Incentivizing Employees with Equity Compensation” speaker, Association of Corporate Counsel (ACC), Dallas, Texas, October 22, 2019.
“Cybersecurity Risk Management and Disclosure,” presenter, 34th Annual SEC Reporting and FASB Forum, Practising Law Institute, November 12, 2018.
"Legal Opinions in Business Transactions," presenter, Southern Methodist University Dedman School of Law, Lawyering and Ethics Course, April 3, 2018.
"Understanding the Implications of the FAST Act," co-author, Securities Regulation Law Journal, Volume 45, Number 1, Spring 2017.
“The SEC’s New Guidance Regarding the Use of Non-GAAP Financial Measures,” presenter, Dallas Bar Association Securities Section, March 27, 2017.
"Opinion Disclosures after Omnicare: Potential Pitfalls in Registration Statements," presenter, Dallas Bar Association Securities Section, July 27, 2015.
"Private Placement Regulation Including the New Rule 506(c)," presenter, Business Law & Corporate Counsel Sections of the State Bar of Texas, June 2014.
"New York Stock Exchange Compliance," presenter, DAPA Corporate Securities Institute, September 2012.

Qualifications

Education

J.D., Southern Methodist University Dedman School of Law, 2007, cum laude, Order of the Coif, technology editor, SMU Law Review Association; Sumners Foundation Scholar

B.B.A., Finance and Economics, Baylor University, 2004, magna cum laude, Beta Gamma Sigma

Admissions

New York

Texas