Nexsen Pruet's securities practice is broad-based and includes representation of small, start-up enterprises as well as large, publicly traded companies.
Our securities practice group provides advice in all areas relating to the application of federal and state securities laws, including initial public offerings of both debt and equity securities, secondary and follow-on public offerings, and offerings of more specialized securities, including interests in limited partnerships and limited liability companies.
The group also has broad experience in advising and assisting clients in connection with mergers, going private transactions, acquisitions, and takeovers by means of negotiated transactions, tender offers and proxy contests.
We regularly assist our clients in the implementation of stock-based compensation plans, the preparation and filing of proxy statements and periodic reports under the Securities Exchange Act of 1934 (including Forms 10-K, 10-Q and 8-K), the preparation and filing of beneficial ownership reports under Section 16 of the same Act, registrations under the state securities or "Blue Sky" laws, and listings with Nasdaq and US national and Canadian securities exchanges.
Attorneys in the securities practice group also advise as to the securities law impact on joint venture and lease financings, leveraged buyouts, and corporate reorganizations, recapitalizations and restructurings.
The firm is particularly active in representation of issuers in connection with structuring and negotiating private placements of corporate debt and equity, interests in limited partnerships and limited liability companies, and the establishment and implementation of complex financing strategies. These representations include placements with individuals and institutional investors, as well as other syndications structured to comply with limited offering exemptions under federal and state securities laws.
Business clients of the securities practice group include corporations, general and limited partnerships, limited liability companies and partnerships, commercial banks, bank holding companies, investment advisors and broker-dealers. We advise these clients on all aspects of corporate organization and governance, including director's and officer's fiduciary duties and liabilities, directors' indemnification and insurance, shareholder rights and agreements, special committees, piercing the corporate veil, and corporate controversy.