C. Spencer Johnson III

Spencer Johnson

is a capital markets and joint ventures partner practicing in King & Spalding’s Financial Institutions area of focus. Mr. Johnson’s practice includes extensive experience in complex capital formation and joint venture transactions, including funds formation transactions, private equity sponsor platform formation, strategic alliances, and corporate finance transactions. Mr. Johnson also has significant experience with mergers and acquisition transactions. He routinely counsels asset managers, private equity sponsors, investment banks and operating companies in connection with these matters. His practice encompasses compliance issues involving relevant regulatory considerations, including the Securities Act of 1933, the Investment Company Act of 1940, the Investment Advisers Act of 1940 and today’s headline regulatory considerations, such as Dodd-Frank, the Volcker Rule, the JOBS Act, general solicitation considerations in unregistered securities offerings and the EU Alternative Investment Fund Managers’ Directive (AIFMD). Mr. Johnson’s practice spans a number of industries, however, the primary focus of his practice is concentrated in real estate capital markets (including real estate investment trusts or REITs), financial technology and payments companies, and energy private capital.

Representative transactions include:

Representation of a publicly-traded, NYSE-listed public real estate investment trust in connection with a joint venture focused on the acquisition of industrial real estate in Brazil.

Formation of a private equity platform focused on investments in the real estate space and related sponsorship of private investment vehicles with a platform sponsorship from asset manager with over $10 billion of capital under management.

Representation of a privately held real estate investment trust owning retail centers throughout the United States in connection with a private placement of $300 million of common shares.

Representation of a private equity fund in the acquisition and financing of an operator of self-storage properties in a transaction valued at approximately $400 million.

Representation of a payments company in connection with its acquisition and related financing of a payments company focused on the reloadable prepaid card market for underbanked consumers in a transaction valued at $1.4 billion.

Representation of a payments company in connection with a carveout acquisition of a merchant acquiring platform from a financial institution and related formation of a joint venture to continue operations of the platform.

Representation of a payments company in connection with the formation of a joint venture focused on the merchant acquiring industry through an independent sales organization model.

Represented an energy focused private equity fund sponsor in connection with the formation of a private equity fund focused on mid-stream energy assets with aggregate commitments in excess of $350 million.

Represented an energy focused private equity fund sponsor in connection with structuring a co-investment opportunity for existing limited partners and third party investors involving an equity investment in a natural gas storage facility and related transportation infrastructure.

Represented an energy focused private equity fund sponsor in connection with structuring a co-investment transaction for existing limited partners and third party investors involving a preferred equity instrument in an owner and operator of gathering, compression, dehydration, NGL processing, condensate removal, and gas treating facilities.

Mr. Johnson is originally from Orlando, Florida and received his Bachelor of Science Degree in Economics from the University of Central Florida in 2000. He earned his J.D., with high honors, from the Emory University School of Law in 2003 where he graduated Order of the Coif and was the Notes and Comments Editor for the Emory Law Journal.

Good to know

Areas of Practice 1) Corporate Finance , 2) Capital Transactions & Real Estate , 3) Corporate Governance , 4) Financial Institutions: Capital Markets , 5) Financial Institutions: Private Equity & Investment Funds and 6) Real Estate
Law School J.D., high honors, Emory University
Admitted Year 2003
Education B.S., University of Central Florida
Bar Member / Association State bar of Georgia
Most recent firm King & Spalding LLP
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