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Practice Areas
Corporate/Securities
The firm's corporate/securities practice is focused on representing
entrepreneurs and companies in emerging growth industries. Our practice
supports the changing needs of our clients, with expertise in corporate
and securities law, mergers and acquisitions, business organization,
and debt or equity financing.
Public Offerings
We have assisted numerous clients in the structuring and preparation
of public offerings, including traditional IPOs, reverse merger
transactions and a variety of other hybrid offerings. In connection
with these public offerings we offer the following services:
- Internal Corporate Organization - As the public offering approaches,
we help companies begin to focus on technical issues such as auditing
the corporate records to ensure compliance with all applicable
laws (corporate, securities, regulation industry and the like).
We also counsel companies in simplifying their capital and corporate
structure so investors see the potential benefits of an investment
in the company's stock. We aid companies in adopting and implementing
stock option plans in order to allow employees to benefit from
any increased value in the company's stock.
- Preparation of Offering Documents - We have assisted numerous
clients become publically reporting through the preparation and
filing of a variety of registration statements with the SEC.
- Over the years, we have developed a network of professionals
whose services we are able to recommend to our clients, including
auditors, market makers, and edgar printers, to name a few.
SEC Filings
We regularly assist our public clients in meeting their ongoing
filing requirements with the SEC, including the filing of:
- Annual reports
- Quarterly reports
- Reports on Form 8-K
- Proxy filings and Information Statement filings
- Section 16 filings (these are the required filings that must
be made by all officers, directors, and greater than 5% shareholders).
Private Offerings
We have assisted numerous established as well as start-up corporations
in raising capital. In connection with these private offerings we
offer the following services:
- Preparation of offering documents - We regularly prepare all
the required offering documents required for private offerings.
- Federal and state filings - We aid our clients in navigating
and complying with all federal and state "Blue Sky"
securities laws, including preparing all required filings.
- Introduction to various potential financing sources.
Mergers and Acquisitions
Our firm has significant experience in business combinations, and
can assist you in a transaction from start to finish, including:
- An analysis of which combination best suits your needs.
- Letters of intent.
- Confidentiality agreements.
- Due diligence investigations.
- Preparation and negotiation of Acquisition and Disposition Agreements.
Contracts and Agreements
- Employment Agreements
- Confidentiality Agreements
- Warrant Agreements
- Lockup Agreements
- Voting Agreements
- License Agreements
- Settlement Agreements
Corporate
- Incorporations
- Bylaws
- Minutes
SEC Investigations and Enforcement
Representing issuers and individuals in their document production
and testimony to the SEC.
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