We regularly represents issuers, investment banks, sponsors, placement agents, investors, and investment groups. In addition to serving as company counsel, we provide experienced representation as underwriters’ counsel in public offerings and other securities-based transactions.
These transactions include:
- Initial public offerings
- Dual listings
- Follow-on and secondary offerings
- Shelf registrations and take-downs
- 144A offerings
- Regulation S offerings
- PIPE transactions
Our global platform provides an advantage for clients to tap into capital markets around the world. The firm’s experience in capital markets, and across a large client base, that is diverse in geography, in industry, and in size, helps our clients keep current on rapidly-changing market trends in transactional structures and negotiating positions.
Public Securities Offerings
We represent many public companies and companies seeking public financing in either initial public offerings or subsequent offerings, including equities, debt instruments, and hybrid securities. Our issuer engagements include all aspects of corporate and business planning, structuring, and restructuring; preparation of disclosure documents; assistance in negotiating underwriting and placement arrangements; preparation of listing applications on NYSE and NASDAQ in the United States, as well as stock exchanges in London, Frankfurt, Hong Kong, Shanghai, Singapore and Australia; and related transactional aspects of the offerings.
During the IPO process, our lawyers work closely with our clients, both on the company and underwriter side, to efficiently and effectively execute their offering plans and help anticipate and manage issues. Our lawyers remain part of the team following an IPO to help our clients successfully transition into public companies. Our global experience across industries uniquely positions us to provide complex, sophisticated advice to our clients throughout the public offering process.
Private Offerings and Resales
We have an established reputation and an active practice in private placements and corporate restructurings. In the United States, this includes Regulation D offerings and private financing transactions, angel and venture capital financing rounds, and Rule 144A and PIPE transactions that often involve complex resale and trading issues concerning the issued securities. In connection with United States corporate restructurings, we are regularly called upon for our special advice regarding exemptions from state and federal securities registration laws and related regulatory matters.
Outside of the United States, we also regularly advise on the relevant securities laws applicable to private offerings of securities in various jurisdictions worldwide. These transactions include private placement, venture capital, and private equity rounds as well as corporate restructurings, where we regularly advise on the various securities laws exemptions that are available as well as applicable resale restrictions.