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Richard A. Friedman

Partner
CONTACT
New York
T:+1.212.634.3031
LANGUAGES
Spanish
CAPABILITIES
PRACTICES
  • Canada Desk
  • Corporate
  • Capital Markets, Securities and Governance
  • Emerging Company & Venture Capital
  • Investment Management
  • Joint Ventures and Strategic Alliances
  • Mergers and Acquisitions
  • Litigation
  • Securities Enforcement
INDUSTRIES
  • Cannabis
  • ESG and Sustainability
  • Life Sciences
LINKEDIN
Richard Friedman
LINKEDIN

Overview

Richard A. Friedman is a capital markets lawyer who primarily advises U.S. and foreign issuers and underwriters on private and public offerings and exchange listing matters. For more than 39 years, he has guided small and emerging companies and underwriters through initial public offerings, secondary offerings and post-IPO capital raises, helping growth-stage businesses in a wide variety of industries access the public markets as capital needs evolve.

Operating companies and development-stage issuers rely on Richard’s experience and counsel to efficiently structure and solve issues and provide value-added services, allowing them to access capital, whether in fully marketed public offerings or alternative capital-raising structures, including PIPEs, registered direct offerings (RDs), confidentially marketed public offerings (CMPOs) and at-the-market (ATM) programs. Richard advises on universal shelf registrations and related takedown transactions, including follow-on offerings by issuers and secondary offerings on behalf of selling shareholders. His experience includes representation in nationally covered public offerings and SPAC IPOs on behalf of issuers and underwriters. He also advises special committees of independent directors in connection with related-party and other conflict transactions.

Within the small-cap and micro-cap markets, where Richard concentrates his practice, market capitalizations typically fall below $500 million, with many IPOs at or under $100 million.

In addition to capital markets transactions, Richard advises publicly held companies on ongoing SEC reporting obligations and guides clients through NASDAQ, NYSE and other exchange listing and compliance requirements. He also represents broker-dealers and registered individuals in ongoing compliance matters, regulatory inquiries and disciplinary proceedings before the SEC, FINRA, NYSE and state securities commissions.

Richard is a member of the firm’s Life Sciences team, Blockchain Technology and Digital Assets team, Cannabis team, ESG & Sustainability team and Canada desk.


Recent Representative Transactions

  • Representing Underwriter in connection with proposed $150 million SPAC Initial Public Offering – to be filed March 2021
  • Representing the Underwriter in connection with proposed $100 million SPAC Initial Public Offering – to be filed March 2021
  • Representing Issuer in connection with its proposed Initial Public Offering and listing on Nasdaq (Technology Company) – to be filed March 2021
  • Representing Issuer in connection with its proposed Initial Public Offering and listing on Nasdaq (Higher Education Company) - filed March 2021
  • Representing Issuer in connection with its proposed Initial Public Offering and listing on Nasdaq (Biotechnology Company) – to be filed April 2021
  • Representing Issuer in connection with its proposed Initial Public Offering and listing on Nasdaq (Medical Device Company) – to be filed June 2021
  • Goal Acquisitions Corp. (NASDAQ: PUCK) - Represented Issuer in its $225 million SPAC Initial Public Offering and listing on Nasdaq
  • FoxWayne Enterprises Acquisition Corp. (NASDAQ: FOXWU) - Represented Issuer in its $57.5 million SPAC Initial Public Offering and listing on Nasdaq
  • MICT, Inc. (NASDAQ: MICT) – Represented Placement Agent in connection with Registered Direct Offerings of Common Stock and Warrants totaling $114.0M
  • Sovryn Holdings, Inc. – Represented Issuer in connection with Reverse Merger in to OTCQB listed company (Madison Technologies, Inc - OTCQB: MDEX) completed simultaneously with $16.5M Secured Convertible Note Financing and execution of Asset Purchase Agreement related to the purchase of the licenses and Federal Communications Commission authorizations to the KNET-CD and KNLA-CD Class A television stations. 
  • Ameri Holdings, Inc. (NASDAQ: AMRH) – Represented NASDAQ listed Issuer in connection with Tender-Offer/Spin-Off Transaction
  • iAnthus Capital Holdings, Inc. (OTC Pink: ITHUF) – Representing Canadian Issuer in connection with its Registration as a Reporting Issuer in the U.S.
  • GrowGeneration Corp. (NASDAQ: GRWG) – Represented Issuer in connection with its listing on the OTCQB Market
  • Hancock Jaffe Laboratories, Inc. (NASDAQ: HJLI) – Represented Underwriter in connection with a $41.4M Public Offering of Common Stock and Warrants
  • Genprex, Inc. (NASDAQ: GNPX) – Represented Issuer in connection with a $17.5 Follow-on Public Offering of Common Stock and Registered Direct Offerings of Common Stock totaling $45.0M
  • India Globalization , Inc. (NYSEAmerican: IGC) – Represented Placement Agent in connection with a $75.0M At-The-Market Offering of Common Stock
  • Luokung Technology Corp. (NASDAQ: LKCO) – Represented Placement Agent in connection with a $100.0M Registered Direct Offering of Common Stock and Warrants
  • WiMi Hologram Cloud, Inc. (NASDAQ: WIMI) – Represented Joint Book-Running Managers in connection with an $61.8M Follow-On Public Offering of American Depositary Shares
  • Senmiao Technology Limited (NASDAQ: AIHS) – Represented Underwriter in connection with an $6.0M Follow-On Public Offering of Units
  • AnPac Bio-Medical Science Co., Ltd. (NASDAQ: ANPC) – Represented Underwriters in connection with an $16.0M Initial Public Offering of Common Stock and Listing on The Nasdaq Capital Market
  • Delta Technology Holdings Ltd. – Represented target company in connection with DeSPAC transaction with CIS Aquisition Ltd. in a transaction valued at approximately $60 Million. Transaction involved an off-shore (BVI) SPAC and off-shore (BVI) target that had wholly-owned subsidiaries that were incorporated and operated in Hong Kong and PRC.

Education

J.D., Hofstra University School of Law, 1987

B.A., University of New York at Binghamton, 1984

Admissions

Massachusetts

New York

United States District Court for the Eastern District of New York

United States District Court for the Northern District of New York

United States District Court for the Southern District of New York

Top Rated Securities & Corporate Finance Attorney, Super Lawyers, 2016-2017, 2025

Federal Regulation of Securities Committee - American Bar Association

Panelist, "Accessing North American Markets and Investors,” Planet MicroCap Showcase, Las Vegas, NV, 2019

Speaker, "Dialogue With the Regulators - Navigating Blockchain & Fintech," November 5, 2019

Panelist, "Disruptive Financing - Regulatory and Legal Issues to Consider for ICOs and Token Sales," Planet MicroCap Showcase, Las Vegas, NV, 2018

Speaker, “Assessing the Increased Use of Social Media by Public Companies,” Deal Flow Media 2011 PIPEs Conference, New York, New York, November 1, 2011

Moderator, “Frontier Markets: Exploring International Deals Outside of the U.S. and China,” Deal Flow Media 2010 Reverse Merger Conference, Toronto, Canada, June 29, 2010

Moderator, “Other Regional Investment Opportunities: Innovative Ideas in Asia,” Deal Flow Media 2009 International PIPEs Conference & Roadshow, Shanghai, China, March 23-25, 2009

Panelist, “Cambodia & Vietnam: Are These Other Opportunities Like China?,” Deal Flow Media 2008 International PIPEs Conference, Hong Kong, China, April 8-10, 2008

Speaker, “The Law and Compliance with U.S. Securities Regulations,” Going Public, LEA Management Group LLC/The Vietnam Stock Exchange, Ho Chi Minh City, Vietnam, December 1, 2007

Moderator, “SEC Landmines in PIPE Transactions,” The 6th Annual Industry Summit on PIPEs, New York, New York, January 25-26, 2007

Speaker, “New SEC Rules & Addressing Regulatory Obstacles,” Deal Flow Media 2006 Reverse Merger Conference, San Francisco, California, February 1, 2006

  • "IPO Boom Offers Opportunities For Small Companies," Law360, April 5, 2017

Law of the Ledger: Blockchain Law Blog Posts

  • "Recent Development in Regulatory Enforcement of Digital Securities," September 12, 2018 
  • "SEC Declares Ether Is Not a Security," June 14, 2018 
  • "Tokenalysis," April 1, 2018 

Cannabis Law Blog Posts

  • " Reclassifying Cannabis as a Schedule III Substance – Will the DEA Agree?," August 31, 2023

Corporate & Securities Law Blog Posts

  • " Nasdaq Proposes Significant Changes to Initial and Continued Listing Standards," September 4, 2025
  • " Federal Court Blocks Enforcement of Texas Proxy Advisor Disclosure Law," September 2, 2025
  • " Texas’s New Proxy Advisor Disclosure Law: Key Details for Shareholders and Companies Ahead of September 2025," August 27, 2025
  • " SEC Revisits ‘Finder’ Exemption: Potential Impacts for Small Businesses and the Capital Markets," July 8, 2025
  • " SEC to Expand Confidential Filing Privileges," March 6, 2025
  • " SEC Announces Charges Against Insiders for Reporting Failures and Adopts Amendments to Schedule 13D and 13G Report Filing Timelines," October 16, 2023
  • " Nasdaq, FINRA and NYSE Issue Warnings of Small-Cap IPO Fraud," November 18, 2022
  • " House Passes Bill Requiring SEC to Define Mandatory ESG Metrics," June 22, 2021
  • "SEC Going Cyber-Hunting for ESG-Related Misconduct," March 8, 2021

  • "SEC Adopts Rule Amendments Aimed at Expanding Access to Capital," November 16, 2020

  • "Exchange Relief: NYSE Provides Partial Waiver for Shareholder Approval of PIPE Transactions; Nasdaq Provides Relief Regarding Continued Listing Requirements," April 21, 2020
  • "Coronavirus and Guidance on SEC Disclosures," April 3, 2020
  • "Gauging Interest: SEC Votes to Approve Proposal to Expand “Test-the-Waters” Rules," October 2, 2019 
  • "The Effects of the SEC Shutdown on the Capital Markets," January 18, 2019
  • "Recent Development in Regulatory Enforcement of Digital Securities," September 13, 2018 
  • "SNAP IPO Debuts On NYSE," March 2, 2017

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