Our attorneys are experienced in a wide variety of offerings of equity and debt securities, including offerings of common and preferred stock, trust preferred securities, debentures and other pure debt instruments, asset securitizations and convertible debt securities. We have represented our clients in public and private securities offerings, including acquisition financing involving the issuance of debt and equity securities. We also provide on-going representation of our publicly held clients in connection with disclosure and periodic reporting requirements under federal and state securities laws, including insider trading and compliance matters and the rules of national stock exchanges and the Nasdaq National Market.

Attorneys in the Firm’s Securities Group serve as both general and special counsel to numerous businesses and provide a full scope of securities law representation, advice and counsel to public and private corporations, partnerships, limited liability companies and other organizations. Lawyers in our Securities Group regularly:

• Provide on-going counseling and advice with respect to compliance with the periodic reporting requirements of the federal and state securities laws, including annual and quarterly reports, Section 16 insider reporting obligations, the rules of national stock exchanges and the registration and reporting obligations under the state blue sky laws;
• Advise directors and officers of their duties under federal and state securities laws;
• Counsel and advise companies (both public and private) with respect to corporate governance matters, including the Sarbanes-Oxley Act of 2002;
• Counsel public companies with respect to all types of business combinations, including leveraged buyouts, tender offers, proxy contests and private transactions;
• Advise and assist companies with stock repurchases, including ongoing open-market repurchase programs, “Dutch-auction” self tenders, and going private transactions including squeeze-outs;
• Prepare, negotiate and file with appropriate agencies documents for public and private securities offerings;
• Defend issuers and individuals in securities litigation, including the defense of 10(b) claims involving all types of securities and legal relationships;
• Assist companies in formulating comprehensive anti-takeover programs, including shareholder protection rights plans, and counsel companies in response to hostile-takeover threats;
• Represent and advise emerging growth and start-up organizations seeking venture capital or institutional funding or planning their initial offering of stock to the public.