Our public finance lawyers have experience with a broad range of transactions, including:

Public Offerings
- IPOs
- Follow-on offerings
- Registered direct offerings
- At-the-market offering
- Shelf offerings

Private Placements
- Traditional private placements
- PIPES
- Rule 144A/ Regulation S offerings

M&A
- Cash-out mergers and tender offers
- Stock-for-stock exchange offers
- Negotiated and hostile transactions

Going Private
- Management-led buyouts
- Reverse-split cash-out transactions
- “Going dark”

Takeover Defenses
- Poison pills
- Implementing charter and bylaws provisions
- Opting-in/opting-out of state law provisions

Public Company Reporting
- Form 10-K
- Form 10-Q
- Form 8-K
- Regulation FD compliance
- Responses to SEC comments

Corporate Governance
- Governance programs
- Board and committee charters and policies
- “Independence” issues
- Rule 10A-3 and stock exchange compliance

Shareholder Meetings
- Proxy solicitations, including drafting proxy materials
- Proxy contests (issuer and investors)
- Proxy advisory (ISS) matters

Executive Compensation
- Structure and implement equity-based compensation plans and arrangements
- Section 16 reporting and proxy disclosure
- Form S-8 registration statements

SEC Enforcement
- Responses to SEC Enforcement inquiries
- Defense of SEC Enforcement actions
- Internal investigations
- FCPA compliance