Financial institutions, investors, businesses and not-for-profit organizations need strategic counsel, guidance and protection as they navigate through primary and secondary equity and debt transactions. Harris Beach attorneys have assisted numerous clients that access capital markets in connection with investment transactions, including commercial banking institutions and borrowers. We help clients at each stage, from the earliest structural decisions to a closing process that enhances ongoing relationships. Our clients benefit from the firm’s significant experience with corporate law and merger and acquisition transactions, understanding of the venture capital and private equity markets, and familiarity with state and federal securities laws and financing regulatory requirements.
Profile
Services
Experience
People
Debt Transactions
- Advise clients on commercial loans, convertible debt, public debt offerings, trust preferred securities, high-yield debt and mezzanine capital
- Apply knowledge of issues relevant to both lenders and borrowers, including commercial banks, institutional investors, mezzanine lenders and private investors
Equity Offerings
- Advise issuers and investors on all aspects of equity offerings
- Represent clients in initial public offerings, follow-on and secondary public offerings, preferred stock offerings, shelf registrations, Rule 144A and Regulation S offerings, and PIPE transactions
- Provide advice on securities law compliance issues related to federal and state securities laws and applicable exemptions
- Identify the appropriate transaction structure and plan of offering
- Assist with development of prospectus, private placement memorandum or other offering document
- Assist clients to prepare for an offering, including advice on corporate governance and related matters
- Counsel public company clients with respect to ongoing reporting and compliance obligations
Venture Capital, Mezzanine Finance and Private Equity
- Analyze suitable structures for transactions
- Counsel emerging companies in early-stage capital transactions, including seed capital, convertible debt offerings and series preferred offerings
- Draft and review documents to reflect commercial objectives of parties
- Represented local market research firm in its $75 million initial public offering
- Represented publicly-traded financial services company on a $40 million capital raise
- 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
- 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
- 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
- Represented a developer in financing of several student housing complexes
