Corporate Finance Services
Business Financing Services
Members of the firm’s Business & Corporate Group have performed a wide range of services for businesses seeking financing. These services have included advising clients and performing all legal services relating to such matters as: public and private offerings; financings with banks and other institutional lenders; mergers and acquisitions; leveraged buy-outs; “going private” transactions; corporate formation and “start-up” activities; limited partnership syndications for purposes of research and development, oil and gas, real estate, and passive income generation; offerings made utilizing the Internet; “34 Act” registrations and filings; proxy statements and other aspects of shareholders meetings; stock exchange registrations and related matters; compensation, incentive and benefit plans for corporate officers, directors, “insiders” and corporate employees; and other business financing transactions and related matters.
Public and Private Offering Services
Our services involve both initial public offerings (“IPO’s”) and offerings for companies already public. These offerings may be underwritten or self-underwritten (so called Direct Public Offerings or “DPO’s”) where securities are sold by the company itself rather than by an underwriter. In some instances, these offerings involve secondary shares (shares sold by existing shareholders). We have excellent working relationships with local, regional, and national investment banking firms.
Our clients have included start-up companies, small and mid-sized companies doing IPO’s and subsequent offerings, and companies either listed or being listed after the offering on NASDAQ, on various stock exchanges, or the Over-the-Counter Bulletin Board. Private financings have ranged from small offerings by start-up companies to large and complex offerings by public companies. Some of these offerings have been underwritten, while others have been self-underwritten. These offerings have been made on both an interstate and intrastate basis, and have involved Federal and New York State Securities Laws and the “Blue Sky” laws of other states. They have ranged from small unit size ($5,000 - $10,000) offerings under $1,000,000 made to relatively large groups of both accredited and non-accredited investors, to much larger offerings involving accredited investors, venture capitalists, private equity investors, and institutional and other large investors.
The securities involved in these transactions have included notes, debentures (both convertible and non-convertible) including high yield or so called “junk bonds”, preferred stock (both convertible and non-convertible), warrants, common stock, and various combinations thereof; and also a variety of partnership and Limited Liability Company interests. Typically, the firm’s attorneys are involved during the planning for the offering, through the offering itself, and in closing and post-closing matters.
Business Finance/Securities