Whether navigating complex regulations, structuring and negotiating a deal or simply conducting day-to-day business, public companies are subject to intense scrutiny by regulatory agencies and investors. We assist in all aspects of securities regulation, from ongoing compliance with federal and state securities laws and requirements of the NYSE and other stock exchanges, to handling equity and debt offerings and transactional projects involving securities across a broad spectrum of structures.

We are experienced in a wide variety of complex issues involved with public and private offerings of securities, including the special requirements imposed by the Sarbanes-Oxley Act and its progeny, as well as with the broad range of more routine securities matters that arise in the ordinary operations of substantial business enterprises. In addition to securities offerings, we represent clients in major business combinations involving securities, including spin-offs, roll-up transactions, proxy contests, leveraged buy-outs, friendly and hostile tender offers, going-private transactions and anti-takeover planning.

Securities

Experience Highlights

Underwriter's counsel for Sandler O'Neill + Partners L.P. in a $1.1 billion public offering
Represented the underwriter, Sandler O'Neill + Partners L.P., in the $1.1 billion initial public offering of common stock by TFS Financial more
Proxy contest for Emageon Inc.
Represented Emageon Inc., a publicly traded medical image software developer, in connection with a hostile proxy contest by Oliver Press Partners, more
Underwriter's counsel for Sandler O'Neill + Partners L.P. in a $516.3 million public offering
Represented the underwriter, Sandler O'Neill + Partners L.P., in the $516.3 million initial public offering by Investors Bancorp, Inc. more
"At-the-market" public offering of common stock for Delta Air Lines
Represented Delta Air Lines in connection with its $196 million registered "at-the-market" offering of common stock. more

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