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Dionne M.
Rousseau

Position
Partner
Office
Baton Rouge

Dionne Rousseau is a partner in the Corporate Practice Group. She provides corporate finance, securities, mergers and acquisitions, and other transaction counsel to public and private entities.


Dionne has served as lead outside corporate and securities counsel for 12 public companies, and as boardroom lawyer for four of these entities. With more than 25 years of experience handling corporate finance and mergers and acquisitions transactions, Dionne has led client service teams and deal teams for clients in the financial services, real estate, oil and gas services, energy exploration and production, marine construction, hard rock mining, death care, distribution, transportation, and technology industries. In 2018, Dionne served as lead counsel to a public offshore drilling company in connection with raising $1.5 billion to emerge from Chapter 11 - named Energy Deal of the Year by The M&A Advisor.

Dionne provides ongoing corporate and securities law advice to public companies and their boards of directors, including requirements and trends in Environmental, Social, and Governance (ESG) matters. She regularly reviews forms 10-Ks, 10-Qs, 8-Ks, 20-Fs, 6-Ks, proxy statements, and press releases, handles board and executive compensation matters, proxy contests, and activist investors, and implements takeover defenses. Dionne represents domestic issuers and foreign private issuers, as well as companies and funds in connection with private equity transactions.

Addressing issues involving corporate and securities law, finance, mergers and acquisitions, and related topics, Dionne has made presentations to the National Investor Relations Institute, Young Presidents' Organization, SEC Institute, Institute of Internal Auditors, Society of Louisiana Certified Public Accountants, and Financial Executives International, among other organizations and associations.

Dionne has served as an adjunct faculty member at Loyola University New Orleans College of Law, teaching corporations and business organizations. Prior to practicing law, she was an investment banker with PaineWebber (now UBS) in New York City.

Noteworthy

  • The M&A Advisor, Energy Deal of the Year (2018) — Dionne served as lead counsel to the company.
  • Best Lawyers®, "Lawyer of the Year," Corporate Law, Baton Rouge, Louisiana (2018)
  • Profiles in Diversity Journal, "Women Worth Watching" (2017)
  • Louisiana Super Lawyers, Securities & Corporate Finance (2007–2008, 2013–to present)
  • BTI Client Service All-Stars (2013)
  • Baton Rouge Business Report, "Executive Spotlight" (2012) 
  • Chambers USA, Corporate/M&A (listed annually since 2005)
  • New Orleans CityBusiness, Leading 50 Attorneys, New Orleans, Louisiana (2005 and 2007); Women of the Year (2003)
  • The Best Lawyers in America®, Corporate Law and Securities/Capital Markets Law (listed annually since 1999)
  • AV Preeminent® Peer Review Rating in Martindale-Hubbell

Experience

Served as lead counsel on numerous M&A transactions, including:

  • The sale of all of the stock of a large manufacturing company to a foreign buyer
  • A $1.4 billion public company cash-for-stock merger
  • A $40 million acquisition by a public company of private company assets
  • A $45 million sale of a division of a public company
  • The sale of a controlling interest in a private company to a private equity buyer
  • A management leveraged buyout of a publicly traded company through a negotiated cash tender offer

Dionne has also served as lead counsel in numerous capital market transactions, including:

  • $1.5 billion to finance emergence from Chapter 11 ($1 billion first and second lien notes; $500 million equity rights offering and private placement)
  • Two $1 billion at-the-market common stock offerings for a Fortune 500 company
  • A $1 billion debt refinancing, including $300 million in senior subordinated notes and a $200-million debt tender offer
  • A $250 million senior convertible note offering (Rule 144A)
  • Various initial public offerings (IPOs)
  • The $80 million, reverse-merger going public transaction of a private company

Publications

  • "SEC Proposes to Amend Regulations S-K and S-X to Require Extensive Climate-Related Disclosures," Jones Walker LLP Corporate Client Alert, March 30, 2022
  • "SEC Creates Climate Change and ESG Website to Act as Central Hub for Agency Action and Information," Jones Walker LLP Corporate Client Alert, March 23, 2021
  • "SEC Streamlines Disclosure Requirements With Amendments to MD&A and Other Financial Disclosures," Jones Walker LLP Corporate Client Alert, December 16, 2020
  • "Update: Recent SEC Amendments to Disclosure Rules Regarding Business Description, Legal Proceedings, and Risk Factors Are Effective November 9, 2020," Jones Walker LLP Corporate Client Alert, October 13, 2020
  • "SEC Modernizes and Codifies Disclosure Requirements for Banking Registrants," Jones Walker LLP Corporate Client Alert, September 29, 2020
  • "SEC Amends Disclosure Rules Regarding Business Description, Legal Proceedings, and Risk Factors," Jones Walker LLP Banking & Financial Services Newsletter, September 24, 2020
  • "SEC Amends Disclosure Rules Regarding Business Description, Legal Proceedings, and Risk Factors," Jones Walker LLP Corporate Client Alert, September 1, 2020
  • "Update: NYSE Provides Additional Temporary Relief from Shareholder Approval Requirements during COVID-19 Pandemic," Jones Walker LLP Corporate Client Alert, May 21, 2020
  • "Beyond the Blog — COVID-19 Weekly Recap — May 3, 2020," Jones Walker LLP Disaster Prep & Recovery Client Alert, May 3, 2020
  • "Update: NYSE and NASDAQ Receive Approval for Additional Temporary Relief from Continued Listing Standards During COVID-19 Pandemic," Jones Walker LLP Corporate Client Alert, April 27, 2020
  • "Beyond the Blog — COVID-19 Weekly Recap — April 19, 2020," Jones Walker LLP Disaster Prep & Recovery Client Alert, April 19, 2020
  • "NYSE Provides Temporary Relief from Certain Continued Listing Standards During COVID-19 Pandemic," Jones Walker LLP Corporate Client Alert, April 15, 2020
  • "SEC Chairman Encourages Public Companies to Keep Investors Informed | SEC Chief Accountant Discusses COVID-19 Challenges," Jones Walker LLP Corporate Client Alert, April 8, 2020
  • "SEC Extends Reporting Exemptions and Issues COVID-19 Disclosure Guidance," Jones Walker LLP Corporate Client Alert, March 30, 2020
  • "SEC Issues New MD&A Guidance and Proposes to Amend Disclosure Rules Regarding Selected Financial Data, Supplementary Financial Data, and MD&A," Jones Walker LLP Corporate Client Alert, February 2020
  • "SEC Provides Guidance on Ordinary Business Exclusion for Shareholder Proposals and on Proof of Ownership Letters," Jones Walker LLP Corporate Client Alert, October 2019
  • "SEC Expands 'Testing-the-Waters' Accommodation to All Issuers, Regardless of EGC Status," Jones Walker LLP Corporate Client Alert, October 2019
  • "SEC Changes Its Approach to the No-Action Request Process for Excluding Shareholder Proposals under Rule 14a-8," Jones Walker LLP Corporate Client Alert, September 2019
  • "SEC Proposes to Amend Disclosure Rules Regarding Business Description, Legal Proceedings, and Risk Factors," Jones Walker LLP Corporate Client Alert, August 2019

Presentations

  • "ESG Update," Postlethwaite & Netterville CPE Seminar, December 1, 2021
  • "Environmental, Social, and Corporate Governance (ESG)," Burkenroad Reports Investment Conference, April 2021
  • "The Ongoing Impact of COVID-19 in Energy and the Economy — A Regulatory, SEC and M&A Perspective," Louisiana Energy Conference, New Orleans, Louisiana, May 27, 2020
  • "SEC Update: Recent Final and Proposed Rule Changes and What’s Next," Postlethwaite & Netterville CFO Seminar: Northshore, June 14, 2019

Memberships

  • American Bar Association
  • Association for Corporate Growth
  • Bureau of Governmental Research, Treasurer, Secretary, and Executive Committee Member (2001–2003); Board Member (1998–2003)
  • City Year Baton Rouge Advisory Board of Directors, Chair (present), Board Member (2015-2021); Gala Host Committee Chair (2017)  
  • Junior Achievement of Greater New Orleans, Inc., Board Member (2003–2007)
  • Louisiana Policy Institute for Children, Board of Directors (2017–present); Vice-Chair (2018–2020); President (2020–present)
  • Louisiana State Bar Association
black and white headshot of Dionne M. Rousseau
Baton Rouge
Suite 800
445 North Blvd
Baton Rouge, LA 70802
D: 225.248.2026
F: 225.248.3026
Emaildrousseau@joneswalker.com
New Orleans
201 St. Charles Ave
New Orleans, LA 70170-5100
D: 504.582.‎8191
F: 504.582.8583

Education

  • The University of Chicago Law School
    JD, with honors, 1990
    Order of the Coif; University of Chicago Law Review
  • Georgetown University
    BA, magna cum laude, 1985
    Phi Beta Kappa; Baker Scholarship; Foley Medal

Bar Admissions

  • Louisiana

Related Practices

  • Banking & Financial Services Practice
  • Banking & Financial Services Regulatory & Securities
  • Commercial Transactions
  • Corporate
  • Corporate Compliance & White Collar Defense
  • Corporate Governance
  • Emerging Companies
  • Energy & Natural Resources Practice
  • Energy Transactional Support
  • Equity & Debt Financing
  • Maritime Restructuring
  • Mergers & Acquisitions
  • Mining
  • Oil & Gas
  • Private Equity
  • Privately Held and Family Companies
  • Public Companies
  • Securities

Related Industries

  • Banking & Financial Services
  • Energy, Environmental & Natural Resources
  • Hospitality
  • Maritime
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