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avatar for Christopher Hilbert

Christopher Hilbert

Norton Rose Fulbright
Partner
Chris Hilbert is a transactional lawyer and business law advisor who joined the New York office in 2013. Chris handles US M&A and securities issuances and other financings. He also regularly advises on (1) compliance with US federal securities laws, (2) corporate governance requirements and best practices (under state and federal laws and stock exchange requirements) and (3) significant commercial contract matters (terms, negotiation and compliance).
While he has represented both US and non-US clients, Chris has substantial experience advising entities from across Canada in making acquisitions, divestitures and investments in the US (or involving US regulation) and in raising capital in the US through publicly offered and privately placed debt and equity. He is familiar with the cross-border elements of these transactions, including the SEC rules, interpretations and accommodations for foreign private issuers and for Canadian companies eligible to use the MJDS system. For Canadian clients, he handles MJDS registration statements, MJDS 1934 Act reporting and the application of the SEC's rules regarding cross-border acquisitions and business combinations. 
For many years, he has had the privilege of representing a Canadian client that is one of the leading global manufacturers in the aerospace and rail transportation industries in multiple acquisitions around the United States, in numerous financings and on day-to-day issues.
Chris has also for many years represented companies in the energy industry.
Chris and his team are periodically brought in to help existing or new clients handle various problems, such as (1) the legal issues in a contract dispute or difficult negotiation, (2) the separation of business units that have been intertwined with others in the same entity where the units are to be sold separately or (3) the orderly wind-down of a regulated business.
He has been recognized several times by BTI Consulting Group as a "client service all-star" for providing exemplary service, based on recommendations by corporate counsel at Fortune 1000 and other large companies.
Chris has been involved in various pro bono and charitable activities and served on the board of governors of The Banff Centre in Alberta.

Related servicesKey industry sectors
EducationJD, cum laude, Harvard University, 1976
BA, summa cum laude, Phi Beta KappaEconomics, Amherst College, 1973
Admissions
  • New York State Bar
Representative experience
  • Representing Canadian and other non-US companies in acquisitions, joint ventures and divestitures across the US in the aerospace, transportation, energy, food products, retail and other industries
  • Representing issuers in public and private capital markets transactions of all sizes in the US, including registered public offerings and many Rule 144A offerings 
  • Representing Canadian companies engaged in Canadian acquisitions and business combinations where the level of US shareholdings requires the filing of a registration statement with the SEC or compliance with an exemption from registration
  • Representing institutional investors and investment funds in equity and equity-related investments in the US
  • Representing companies in syndicated debt financings
  • Providing ongoing corporate governance, securities law compliance and general business law advice to US, Canadian and other companies, institutions and investors
Publications
  • "MJDS Public Offerings in the US," an overview of key points a Canadian MJDS company should be aware of when conducting a US public offering, March 2015
  • "Questions for Directors When a Company Expands into New Jurisdictions," NYSE Governance Series, September 2014
  • "The Proactive General Counsel," CCCA World Summit in Toronto, September 2010
  • "The Donaldson Years at the SEC," Taking Stock; Challenge and Change in Securities Regulation, Queens University, 2005
Speaking engagements
  • "Public Offerings," presented at the Osgoode Hall Law School Conference on Fundamentals of US Securities Laws, Toronto, March 2015
  • "Issues Directors Face When a Company Operates Outside its Home Country," presented at the 11th Annual Boardroom Summit in New York, NYSE Governance Services, September 2014
  • Moderator, Canadian Corporate Counsel World Summit, Toronto, Canada, September 2010
  • "Securities Offerings in the United States," presented at the National Centre for Business Law (UBC) Roundtables on Securities Offerings in the Global Marketplace, held across Canada in Montreal, Toronto, Calgary and Vancouver, November 2007
  • "The Donaldson Years at the SEC," presented at the Queen's Annual Business Law Symposium, Ontario, October 2005
Memberships and activities
  • Pro bono counsel to enCourage Kids Foundation
  • Formerly, member of The Banff Centre Board of Governors, Alberta, Canada