Securities & Capital Markets

We offer a full-service capital markets practice that provides transactional and ongoing advice through all stages for companies of all sizes. With senior-level attention, we have represented investment banks and investors in connection with U.S. and global capital markets transactions, including SEC registered, Regulation D, Rule 144A and Regulation S offerings. Our expertise spans equity and debt products, including initial public offerings, investment grade and non-investment grade debt, SPACs and other permanent capital vehicles, preferred stock, equity-linked securities, PIPEs and registered direct offerings.

In addition to our transactional capital markets practice, we counsel public companies, their boards, board committees, special committees, executive officers and investors in connection with ongoing compliance under the U.S. securities laws, including under Dodd-Frank and Sarbanes-Oxley, and with exchange requirements, as well as on governance and executive compensation matters.

Our practice experience includes:

• Periodic and current reports (10-Ks, 10-Qs, and 8-Ks)
• Proxy statements, shareholder proposals, and proxy solicitation contests
• Issuer self-tender offers and exchange offers
• Third-party tender offers
• Exchange-listing standards and applications
• Beneficial ownership and insider reporting
• Advice on short-swing profits and insider trading
• Executive compensation disclosure and Sarbanes-Oxley
• Registered offerings, including initial and follow-on public offerings
• Private placements under Regulation D and other exempt offerings
• Venture capital financings
• Rule 144A offerings
• Preparation of registration statements, prospectuses, and offering memoranda
• Going-private transactions
• Blue sky issues
• Fund formation, broker-dealer and investment adviser regulations
• Resales of restricted securities
• Equity-linked securities (phantom stock and convertible debt)
• Options, warrants, preferred stock
• Stockholder rights