Management Profile-Anslow & Jaclin, LLP Mediaroom_Page

Anslow & Jaclin, LLP

Management Profile

Joy Z. Hui

Joy Hui's practice includes representing both public and private companies in connection with security offerings, financing transactions, mergers and acquisitions and general corporate matters. Ms. Hui advises issuers, investors and investment banks on public offerings and private placements (Rule144, Regulation D and Regulation S). She assists public companies in compliance with Securities Act and Exchange Act regulations, including with their periodic corporate filings (Forms 10K, 10Q, 8K and Proxies). She also regularly represents clients in the Form 15c211 process to obtain quotations on the Over the Counter Bulletin Board (OTCBB) and Pink Sheets (including the OTCQX).

Ms. Hui received her Juris Doctor from University of Illinois College of Law where she graduated cum laude, and was a student writer of the Illinois Business Law Journal and a participant of the International Law Moot Court.

Ms. Hui was a summer intern for the Horenorable Sidney I. Schenkier, U.S. District Court for the Northern District of Illinois in 2007. She is a member of the American Bar Association.

Publications

Recent Developments on Chinese Recognition and Enforcement of International Commercial Arbitrations, [Journal Mezhdunarodny Kommerchesky Arbitrazh] (International Commercial Arbitration) (Russian)], August, 2008

Representative Experience

Represented lead investor in a $15,000,000 PIPE consisting of preferred convertible stock and warrants in connection with an APO between a Chinese electronics company and a Form 10 shell company to be listed on a Senior Exchange.
Advised on a reverse merger between a reporting Bulletin Board company and a U.S. hotel management company.
Represented a Chinese mining company filing a registration statement with the Securities and Exchange Commission.
Represented a U.S. golf equipment design and market company filing a registration statement with the Securities and Exchange Commission.

Languages

Fluent in English and Chinese (Mandarin)

Yarona Y. Liang

Yarona Liang practices international corporate finance, with primary emphasis on public and private securities offerings. Yarona represents issuers, invesetors and investment banks in public offerings and private placements (144, Regulation D, and Regulation S) of equity, debt and convertible securities, reverse merger, PIPEs financing, and other complex transactions. She also assists clients in the Form 15c-211 process to obtain stock quotations on the Over the Counter Bulletin Board (OTCBB). Her capital markets experience includes several cross-border transactions, including representation of United States, Canadian and Chinese companies in telecommunications, media, internet, technology, pharmaceutical and energy industries.

Representative Experience

Represented a Chinese metals company in its alternative public offering consisting of a reverse merger with a U.S. publicly-traded operating company and subsequent $8.4 million PIPE financing.
Represented a Chinese telecommunication company filing a registration statement with the U.S. Securities and Exchange Commission.
Represented a Chinese tea company filing a registration statement with the U.S. Securities and Exchange Commission.
Represented a U.S. auto care products company filing a registration statement with the U.S. Securities and Exchange Commission.

Languages

Fluent in English and Chinese (Mandarin and Cantonese)

Affiliations

Member, Association of the Bar of the City of New York, Asian Affairs Committee
Member, Asian American Bar Association of New York

Gary S. Eaton

Gary Eaton's practice involves representing and advising privately held and publicly traded companies in their formation, mergers and acquisitions, capital raising, security offerings, and general corporate matters. Gary also assists clients with Regulation D private placement offerings and state Blue Sky filings. Further, Gary assists clients in the Form 15c-211 process to obtain stock quotations on the Over the Counter Bulletin Board (OTCBB) and Pink Sheets, and with national exchange listing applications and regulations. While in law school Gary interned at the New Jersey Bureau of Securities.

Representative Experience

Represented a private data technology company in a reverse merger with a publicly traded Bulletin Board company.

Prior to attending Rutgers-Newark School of Law, Gary worked in the securities industry for ten years. Gary last worked as an equity trader for Goldman Sachs, where he executed transactions for hedge funds and other large institutional clients. Gary has experience trading Over the Counter Bulletin Board stocks, equity options, and Treasury Bonds.

Eric M. Stein

Eric M. Stein practices in the area of corporate and securities transactions. Mr. Stein's practice includes representing private and public companies, as well as, investment funds. He assists private companies in going public through reverse mergers, direct public offerings, underwritten IPOs and self-filings. Mr. Stein also advises public companies regarding compliance with its 1934 Exchange Act requirements, including all periodic filings on Forms 10-K, 10-Q and 8-K, as well as, other regulatory and national exchange filing requirements with the SEC, FINRA, NASDAQ and AMEX. In addition, Mr. Stein counsels public companies in connection with raising capital through the use of Private Investment in Public Entity (PIPE) transactions, equity lines and Regulation D and S offerings.

Mr. Stein also represents investment funds and placement agents in PIPE transactions.

Prior to joining Anslow & Jaclin, Mr. Stein focused his practice on Corporate Restructuring representing debtors and unsecured creditors' committees in Chapter 11 bankruptcy cases. After graduating from law school, Mr. Stein was law clerk to the Honorable Thomas B. Bennett of the United States Bankruptcy Court for the Northern District of Alabama.

Mr. Stein obtained his Juris Doctor from Benjamin N. Cardozo School of Law and is a member of both the New York and New Jersey bars.

Kristina L. Trauger

Kristina L. Trauger’s practice focuses on the representation of publicly-traded corporations, emerging and development stage companies, and closely-held businesses in their formation, capital raising, mergers, acquisitions, divestitures and spin-offs, including reverse mergers and cross-border transactions in China, going public, 1933 and 1934 Act matters, security offerings, corporate governance and compliance with the Sarbanes-Oxley Act of 2002, and other strategic business ventures and general corporate and securities matters.

Ms. Trauger’s experience includes negotiating, structuring and drafting a wide range of corporate and securities transactional agreements, including merger agreements, stock and asset purchase agreements, private placement memoranda, both debt and equity financing documents such as subscription agreements, registration rights agreements, security agreements, intellectual property security agreements, warrants and convertible debentures, stockholder agreements, employment agreements, and limited liability company operating agreements. Ms. Trauger has also represented numerous issuers in Alternative Public Offerings, PIPEs, Regulation D private placements, SEC compliance and S-1 registration statements. Her expertise also includes counseling corporate clients in corporate planning and structuring, contract negotiations and public company compliance matters.

Her representation also includes advising both investors and placement agents in evaluating and negotiating investments of debt and equity in public companies.

Ms. Trauger obtained her joint degree with a Juris Doctor from Seton Hall University School of Law and a Masters in Business Administration with a major in Finance from Seton Hall University’s Stillman School of Business. She is a member of the New Jersey Bar.

Representative Experience

Represented a Chinese construction company in a reverse merger with a publicly traded Bulletin Board company and a simultaneous $7,000,000 APO financing that included the sale of convertible preferred stock and warrants.
Represented a company involved in remote monitoring in the GPS industry in a $4,000,000 PIPE that included convertible preferred stock.
Represented a Chinese pharmaceutical company in a reverse merger with a publicly traded Bulletin Board company and a simultaneous $12,000,000 APO financing that included the sale of common stock and warrants, as well as in a subsequent financing of $7,560,000 that included convertible promissory notes and warrants.
Represented an international publication company in a $10,000,000 structured equity line.
Represented a placement agent in a $7,000,000 PIPE financing to a Bulletin Board company which consisted of common stock and warrants.
Represented a surgical assistant placement company in a $2,715,000 PIPE that included promissory notes and warrants.
Represented a precious metals company in a reverse merger with a publicly traded Bulletin Board company and a simultaneous $2,400,000 APO financing that included the sale of common stock and warrants.
Represented a company in the business of developing technology for the diagnosis of cardiac disease in a reverse merger with a publicly traded Bulletin Board company.
Advised on a reverse merger between a reporting Bulletin Board company and a Chinese international shipping company.

Joseph M. Lucosky

Joseph M. Lucosky is Counsel in Anslow + Jaclin's New York and New Jersey offices. His practice focuses on counseling both public and private corporations, investors (private equity, hedge and venture capital funds), underwriters, placement agents, and entrepreneurs in a variety of corporate, securities and financial transactions. His experience has spanned a wide variety of industries, from core manufacturing to biotech, high-tech and clean-tech, and has been both national and international in scope.

He has particular experience with the following:

private investments in public equity financings (PIPEs)
initial public offerings, alternative public offerings, reverse mergers and self-filings
bridge loans and other debt and equity investments
control acquisitions and minority investments
angel and venture capital backed private offerings

Mr. Lucosky has extensive experience with each stage of the corporate life cycle: start-up, expansion, management transition and exit. He advises publicly traded companies on a broad range of activities including, listing applications, stock trading issues, corporate governance and Sarbanes-Oxley compliance. Mr. Lucosky also regularly assists public company management in compliance with Securities Act and Exchange Act regulations, including with their periodic corporate filings (on Forms 10K, 10Q, 8K and Proxies), as well as, other regulatory and national exchange filing requirements with the SEC, FINRA, NASDAQ and AMEX. He also counsels companies on the Form 15c-211 process to obtain quotations on the Over the Counter Bulletin Board and Pink Sheets (including the OTCQX).

On the investor side, Mr. Lucosky regularly represents hedge funds in evaluating, structuring and negotiating both debt and equity investments for companies in all phases of the corporate life cycle (from start-up through exit). A significant portion of his practice is dedicated to advising investors regarding resales of restricted securities (under Sections 4(1), 4(1)1/2 and Rules 144 and 144A), the removal of restricted legends, and the like.

Mr. Lucosky is well known in the small cap industry and uses his extensive relationships in the investment community to introduce clients to sources of capital and placement agents, and likewise investors and placement agents to companies in need of funding.

Mr. Lucosky works closely with his clients as both a lawyer and business advisor, helping them find both cost effective and practical solutions to complex business law issues. He believes that a strong understanding of his client's business, goals and objectives, coupled with regular communication and a fast turnaround are the hallmarks of a successful attorney-client relationship.

Prior to working with Anslow & Jaclin, Mr. Lucosky was an attorney at Cahill Gordon & Reindel LLP where he represented Fortune 500 companies and bulge bracket investment banks in a wide array of equity and debt securities transactions, bank financings and mergers and acquisitions, and at Seward & Kissel LLP where he represented dozens of companies, hedge funds and private equity funds in various public and private corporate finance transactions.

He graduated from Rutgers University with a B.S. degree in Accounting and received his Juris Doctor from Brooklyn Law School where he graduated cum laude and was the Senior Notes and Comments Editor of the Brooklyn Law Review, a member of the Moot Court Honor Society and a Carswell Scholar. He is a member of both the New York and New Jersey bars.

Representative Experience

During the past several years, Mr. Lucosky has successfully closed over 100 corporate and finance transactions assisting companies, placement agents and investors in deals ranging in size from $500,000 to $ over $1.0 billion, including:

Gregg E. Jaclin

Gregg E. Jaclin is a partner at Anslow & Jaclin, LLP. Mr. Jaclin is a securities and corporate lawyer whose practice focuses on securities, financings, mergers and acquisitions and corporate representation. He is experienced in a wide variety of capital raising transactions representing issuers, investors and investment banks, as well as various parties in a variety of corporate, securities and financial transactions. His experience has spanned a wide variety of industries, from core manufacturing to biotech, high-tech and clean-tech, and has been both national and international in scope.

Specifically, he focuses his practice in the following areas: (i) Securities ? Reverse Mergers (domestic United States companies and foreign domiciled or operations based companies, including Canadian and Chinese companies); PIPE transactions and other corporate financings; SEC registration statements and other 1933 Securities Act filings; 1934 Exchange Act filings; Sarbanes-Oxley compliance, private placement offerings and blue sky filings; venture capital investments(ii) Corporate ? mergers and acquisitions; drafting and review of corporate documents; corporate formations and corporate restructurings.

His practice includes representation of issuers in connection with venture capital transactions, shareholder and other equity holder agreements, private placements and public offerings of equity and debt securities, and secured and unsecured loan transactions. He also represents various companies in the process of self filings including: (i) filing registration statements with SEC; (ii) assisting NASD registered broker/dealers in the Form 15c-211 process to obtain quotations on the Over the Counter Bulletin Board and Pink Sheets (including the OTCQX); and (ii) listing on United States based exchanges such as the American Stock Exchange and NASDAQ.

He graduated from University of Maryland with a B.A. degree in government and politics and received his Juris Doctor from Cardozo Law School and was the Production Editor of the Cardozo Women's Law Journal. He is a member of both the New York and New Jersey bars.

Richard I. Anslow

Richard I. Anslow is the managing partner of Anslow & Jaclin, LLP. Mr. Anslow is a securities and corporate lawyer whose practice focuses on securities, financings, mergers and acquisitions and corporate representation. He is experienced in a wide variety of capital raising transactions representing issuers, investors and investment banks, as well as various parties in mergers and acquisitions.

Specifically, he focuses his practice in the following areas: (i) Securities ? Reverse Mergers (domestic United States companies and foreign domiciled or operations based companies, including Canadian and Chinese companies); PIPE transactions and other corporate financings; SEC registration statements and other 1933 Securities Act filings; 1934 Exchange Act filings; Sarbanes-Oxley compliance, private placement offerings and blue sky filings; venture capital investments; and (ii) Corporate ? mergers and acquisitions; drafting and review of corporate documents; corporate formations and corporate restructurings.

His practice includes representation of issuers in connection with venture capital transactions, shareholder and other equity holder agreements, private placements and public offerings of equity and debt securities, and secured and unsecured loan transactions. He also represents various companies in the process of: (i) listing on United States based exchanges such as the American Stock Exchange and NASDAQ; and (ii) assisting NASD registered broker/dealers in the Form 15c211 process to obtain quotations on the Over the Counter Bulletin Board and Pink Sheets (including the OTCQX).

He uses his extensive relationships in the investment community to introduce clients to sources of capital.

Prior to establishing the firm in 1993, Mr. Anslow worked as a tax attorney for Ernst & Young (formerly known as Arthur Young & Co.) in New York City. He also worked as a senior associate for Stark & Stark, a large New Jersey based law firm. Mr. Anslow is a member of several American Bar Association and New York State Bar Association committees on various areas of securities law.

Mr. Anslow is a frequent lecturer in the areas of: (i) going public through Reverse Mergers (including Alternative Public Offerings) and Self Filings; and (ii) PIPE transactions. He has also been a frequent contributor to articles included in industry publications such as the Reverse Merger Report and the PIPEs Report.