Harris Beach advises issuers and investors on all aspects of equity offerings. Our lawyers have represented clients in a wide variety of equity transaction types, including initial public offerings, follow-on and secondary public offerings, preferred stock offerings, shelf registrations, Rule 144A and Regulation S offerings, and PIPE transactions.

Equity transactions give rise to securities law compliance issues and our attorneys provide advice and guidance relating to compliance with federal and state securities laws and applicable exemptions. We work with issuers to understand their goals and identify the appropriate transaction structure and plan of offering, and we assist with the development of a prospectus, private placement memorandum or other offering document. We also counsel our public company clients with respect to their ongoing reporting and compliance obligations.

Representative Matters:

• Represented a locally based market research firm in its $75 million initial public offering
• Represented a publicly traded financial services company on a $40 million capital raise
• Represented publicly traded bank holding companies in registered, secondary offerings
• Represented an energy market participant in a $2 million Section 3(a)(9) private securities exchange
• Represented a medical device company on its initial public offering
• Represented a provider of various broadband Internet services to multiple-dwelling units in a series of financing, acquisition and sale transactions

Our attorneys advise clients on many different types of debt transactions, such as commercial loans, convertible debt, public debt offerings, trust preferred securities, high-yield debt and mezzanine capital.

Because our firm has significant experience representing issuers, commercial banks, institutional investors, mezzanine lenders and private investors, we are familiar with the issues relevant to both lenders and borrowers.

Representative Matters:

• Represented the mortgage lending subsidiary of a publicly traded bank holding company in connection with its offer and sale of more than $200 million aggregate principal amount of its subordinated debentures in public offerings
• Represented a closely held company in connection with its private placement of $100 million principal amount of its senior secured notes
• Represented a power producer in a tender/exchange offer for over $100 million in convertible PIK Notes in which the holders tendered existing notes and approved a prepayment thereon and received replacement notes with a higher conversion rate

We also represent both commercial banking institutions and borrowers in connection with secured and unsecured corporate finance transactions, including participation and syndicated transactions.

Representative Matters:

• Represented a lead lender in a $125 million syndicated loan transaction
• Represented a borrower in a $650 million syndicated loan transaction
• Represented a borrower in a $510 million “covenant-lite” syndicated loan transaction
• Represented a lender in a $134 million senior debt transaction
• Represented a syndicate group of lending institutions in acquisition of bank-qualified tax-exempt bonds financing the construction of a student housing facility
• Represented an undergraduate liberal arts college in the issuance of tax-exempt multi-modal variable rate bonds
• Structured $70 million in New Markets Tax Credits financing
• Represented a developer in financing of several student housing complexes
• Represented various asset-based lenders

We provide advice at all stages of a private equity or venture capital transaction, from an analysis of suitable structures to the drafting or review of documents to reflect the commercial objectives of the parties. We have represented numerous companies that have accessed these markets and also represent funds in connection with investment transactions.

Our clients benefit from the firm’s significant experience with corporate law and merger and acquisition transactions, as well as our understanding of the venture capital and private equity markets. The firm’s team approach enables attorneys to collaborate with colleagues in other practice groups when necessary in a capital transaction.

Representative Matters:

• We represent several mezzanine lenders on a regular basis, and we have closed more than 50 transactions for these funds
• We represent many emerging companies in early-stage capital transactions, including seed capital, convertible debt offerings, and series preferred offerings

We represent a syndicate of venture capital investors in convertible note offerings to growth-stage companies