Our securities law attorneys represent public clients in complex securities law matters ranging from counseling of publicly-traded multinational corporations regarding SEC-reporting and stock exchange compliance issues to navigation of all facets of public offerings, including initial and secondary public offerings, rights offerings, and exchange offerings. In addition to advising public companies, we have extensive experience advising issuers regarding exempt private offerings as well as counseling investment funds, including mutual funds and private funds, with regulatory compliance issues.
Our securities law practice group is routinely engaged to assist in a wide variety of securities regulatory, compliance, and litigation matters.
Public and Private Offerings
Our attorneys have assisted companies in raising hundreds of millions of dollars of capital through public and private offerings. Our attorneys have expertise with regard to compliance issues posed by both the federal securities laws and state "blue sky" laws, and have experience conducting offerings in every state.
Public Company Compliance
Our attorneys counsel clients with regard to SEC reporting rules, including the preparation, review, and filing of periodic and current reports and registration statements (e.g., Forms 10-K, 10-Q, 8-K, S-1, S-3) and preparation and review of proxy solicitation materials, including with regard to the requirements of the Sarbanes-Oxley and Dodd-Frank Acts. We have assisted companies in development of a wide array of compliance policies and programs, including insider trading, clawback and whistleblower policies, auditing, nominating, compensation committee charters, and all varieties of executive compensation policies.
Investment Funds, Private Funds and Advisers
We have provided formation, registration, and compliance services to public and private investment funds and advisors (e.g. Forms N-1A, N-4, ADV). We routinely represent regional general partners and institutional investors in a wide variety of public and private equity funds, including mutual funds, real estate funds, private equity funds, hedge funds, and venture capital funds. We also have assisted numerous investment and private advisors with registration and development of compliance programs.
Our trial lawyers represent clients in the prosecution and defense of all manners of securities disputes, ranging from share valuation contests in closely held companies and banks to securities law claims and shareholder derivative actions against publicly-traded companies.
Who We Represent
Recent representative transactions for our Securities Group include:
- Representing the founder of an internet marketing company in sale of stock interest to venture capital fund;
- Representing a real estate investment fund in a 10-million-dollar private offering of limited partnership interests;
- Advising a public pension fund in connection with venture capital, private equity, and SBIC investments;
- Advising a multinational, public corporation in connection with Sarbanes-Oxley and Dodd-Frank Act issues;
- Representing numerous bank holding companies in multi-million dollar private offerings of sale of stock;
- Representing an ethanol company with SEC registration, ongoing periodic and current reporting requirements, and subsequent deregistration; and
- Representing bank holding companies in connection with the issuance of securities to the United States Department of the Treasury through the TARP Capital Purchase Program.