SECURITIES & SEC

When it comes to capital market transactions and SEC compliance, experience is everything. With a clear understanding of your goals and the law, we will work with you on the strategy and the process, down to the smallest detail.

Confidence in Securities Transactions, From the Big Picture to the Smallest Details

For decades, our securities/SEC attorneys have counseled clients in almost every industry, handling the most complex offerings and securities law compliance for clients such as:

  • Fortune 500 companies.
  • Private companies.
  • Foreign issuers.
  • Executive officers.
  • Boards of directors.
  • Shareholders.
  • Joint venture partners.
  • Institutional investors.
  • Investment managers.
  • Underwriters.
  • Placement agents.
  • Investment banks.

Consistency in Corporate Governance

We will work with you to comply with all the listing, compliance and corporate governance requirements of the NYSE, NASDAQ, AMEX and other SROs, including all reporting requirements, and compliance with other applicable laws and regulations, such as Sarbanes-Oxley, Dodd-Frank Act, Regulation FD, Regulation G and other disclosure requirements.

Because we handle your 34 Act work, we see filings over a long period of time. We come to know your company well as it grows. How does this help you? By becoming a member of your team, we develop consistency in our approach, which saves time and promotes predictability in both process and fees. We’re the ones who are always there for you. Unlike the role of firms that may be brought in briefly and then are gone, we become your constant.

Managing Securities Transactions

Our securities attorneys represent issuers, underwriters and investors in public and private securities transactions of all kinds. We can assist you with every component of and type of SEC-registered, underwritten debt and equity offering, including these and many others:

  • IPOs.
  • Follow-on offerings.
  • Hybrid securities offerings.
  • Spin-offs.
  • Going-private transactions.
  • Shelf registration statements.
  • Rule 144A transactions.
  • PIPES.
  • Private placements.
  • Tender offers.

Investment Management Firms

For our investment management clients, we assist with all regulatory requirements applicable to their organizations and the conduct of their ongoing adviser and fund operations. For senior management and boards of directors, we provide experienced counsel on board and committee structure and operation, fiduciary duties, takeover preparation, crisis management, relationships with shareholders and other critical issues.

And very importantly, our cross-disciplinary depth allows us to assist as needed with whatever issues or challenges may be associated with your transaction, such as tax, antitrust, litigation, and employee compensation and benefits.