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Capital Markets Transactions

Service

Profile
Services
Experience
People

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.

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

 

Leader(s)

David Clar

David M. Clar

Member
(585) 419-8712
dclar@harrisbeach.com

Team

Christopher Andreucci

Christopher A. Andreucci

Member
(585) 419-8606
candreucci@harrisbeach.com
John Buhrman

John R. Buhrman

Member
(585) 419-8651
jbuhrman@harrisbeach.com
Robert Chanis

Robert J. Chanis

Member
(516) 880-8491
rchanis@harrisbeach.com
David Clar

David M. Clar

Member
(585) 419-8712
dclar@harrisbeach.com
Michael Condon

Michael E. Condon

Member
(585) 419-8603
mcondon@harrisbeach.com
Patrick Dalton

Patrick J. Dalton

Member
(585) 419-8607
pdalton@harrisbeach.com
Seth Hiland

Seth T. Hiland

Member
(607) 330-7721
shiland@harrisbeach.com
Christopher Jagel

Christopher D. Jagel

Chief Executive Officer
(585) 419-8617
cjagel@harrisbeach.com
Patrick Malgieri

Patrick M. Malgieri

Counsel
(914) 298-3000
pmalgieri@harrisbeach.com
Melanie Marotto

Melanie C. Marotto

Member
(716) 200-5230
mmarotto@harrisbeach.com
Tyler Oreilly

Tyler A. O'Reilly

Member
(585) 419-8634
toreilly@harrisbeach.com
Kevin Overton

Kevin L. Overton

Member
(585) 419-8729
koverton@harrisbeach.com
Charles Russell

Charles (Chip) W. Russell

Member
(585) 419-8635
crussell@harrisbeach.com
Sharon Schwartz

Sharon J. Schwartz

Member
(716) 200-5116
sschwartz@harrisbeach.com
Beth Wilkens

Beth Ela Wilkens

Counsel
(585) 419-8645
bwilkens@harrisbeach.com
All Insights, All Publications, Legal Alert |
 January 10, 2019
SEC Amendments Expand Use of Regulation A to Reporting Companies
Reporting companies that seek to raise capital will soon be able to rely on the Regulation A offering exemption, as a result of amendments r...read more
All Insights, All Publications, Legal Alert |
 January 10, 2019
New SEC Rules Will Require Disclosure of Hedging Policies
The Securities and Exchange Commission (SEC) has adopted new rules that will require public companies to disclose their hedging practices an...read more
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Capital Markets Transactions

Service

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.

■ All Services

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

 

 

 

 

 

■ People

Christopher A. Andreucci

Member
(585) 419-8606
candreucci@harrisbeach.com

John R. Buhrman

Member
(585) 419-8651
jbuhrman@harrisbeach.com

Robert J. Chanis

Member
(516) 880-8491
rchanis@harrisbeach.com

David M. Clar

Member
(585) 419-8712
dclar@harrisbeach.com

Michael E. Condon

Member
(585) 419-8603
mcondon@harrisbeach.com

Patrick J. Dalton

Member
(585) 419-8607
pdalton@harrisbeach.com

Seth T. Hiland

Member
(607) 330-7721
shiland@harrisbeach.com

Christopher D. Jagel

Chief Executive Officer
(585) 419-8617
cjagel@harrisbeach.com

Patrick M. Malgieri

Counsel
(914) 298-3000
pmalgieri@harrisbeach.com

Melanie C. Marotto

Member
(716) 200-5230
mmarotto@harrisbeach.com

Tyler A. O'Reilly

Member
(585) 419-8634
toreilly@harrisbeach.com

Kevin L. Overton

Member
(585) 419-8729
koverton@harrisbeach.com

Charles (Chip) W. Russell

Member
(585) 419-8635
crussell@harrisbeach.com

Sharon J. Schwartz

Member
(716) 200-5116
sschwartz@harrisbeach.com

Beth Ela Wilkens

Counsel
(585) 419-8645
bwilkens@harrisbeach.com

Harris Beach and its subsidiaries provide a full range of legal and professional services for clients across New York state, as well as nationally and internationally. Harris Beach is among the country’s top law firms as ranked by The National Law Journal and is among the BTI Elite law firms based on in-depth interviews of more than 600 corporate counsel at the world’s largest and most influential companies. Our clients include Fortune 100 corporations, privately-held companies, emerging businesses, public sector entities, not-for-profit organizations and individuals. Principal industries we represent include education, energy, financial, food and beverage, health care, insurance, manufacturing, medical and life sciences, real estate developers, and state and local governments and authorities.

Industry Teams
Automotive and Vehicle Dealerships
Blockchain and Digital Assets 
Cannabis
Construction and Surety
Educational Institutions Higher Ed
Educational Institutions K-12
EMS and Fire Protection Providers
Energy
Financial Institutions and Capital Markets
Food and Beverage
Health Care
Industrial and Consumer Manufacturing
Medical and Life Sciences
Municipalities and Local Agencies
Nanotechnology
Photonics
Racing and Gaming
Real Estate Developers
Science and Technology
Telecommunications and Media
Unmanned Aircraft Systems
USA Collegiate Sports
Veterinary Medicine

Practices
Alternative Dispute Resolution
Appellate
Business and Commercial Litigation
Collection Law
Commercial Real Estate
Corporate
Cybersecurity Protection and Response
Diversity Compliance
E-Discovery (e-infoSM)
Employee Benefits
Employment Litigation
Environmental Law
Environmental, Social and Governance (ESG)
Financial Restructuring, Bankruptcy and Creditors’ Rights
Government Compliance and Investigations
Health Law
Immigration Law
Insurance Coverage
Intellectual Property Law
International Trade Law
Internet Law
Labor and Employment Law
Mass Torts and Industry-Wide Litigation
New Markets Tax Credit
Patent, Trademark and Copyright Law
Product Liability and Comprehensive General Liability
Public Finance and Economic Development
Real Property Valuation Litigation
Residential Real Estate
Tax Law
White Collar Crime
Wills, Trusts and Estates

Consulting Services
HB Solutions LLC
Collegiate Sports Compliance
Data Privacy and Cybersecurity
Economic Development and Public Affairs
Educational Institution Assistance
EMRG® (E-Discovery Management Resources Group)
Energy
Health and Human Services
Human Resources
Information Technology
Marketing and Communication Services
Municipal and Local Agency Assistance

HB Cornerstone LLC
Owner Representation
Design Services
Facilities Consulting
Move Management

Caetra.io
CyMetric (Cybersecurity Regulation Compliance Software)

Offices throughout New York:

Albany
677 Broadway
Albany, NY 12207
518-427-9700

Buffalo
726 Exchange Street
Buffalo, NY 14210
716-200-5050

Ithaca
119 East Seneca Street
Ithaca, NY 14850
607-273-6444

Long Island
333 Earle Ovington Boulevard
Uniondale, NY 11553
516-880-8484

New York City
100 Wall Street
New York, NY 10005
212-687-0100

Rochester
99 Garnsey Road
Pittsford, NY 14534
585-419-8800

Saratoga Springs
513 Broadway
Saratoga Springs, NY 12866
518-587-0551

Syracuse
333 West Washington Street
Syracuse, NY 13202
315-423-7100

White Plains
445 Hamilton Avenue
White Plains, NY 10601
914-683-1200

Offices also in:

New Haven, CT
195 Church Street
New Haven, CT 06510
203-784-3159

Newark, NJ
One Gateway Center
Newark, NJ 07102
973-848-1244

Washington, DC
800-685-1429

Attorney Advertising. Prior results do not guarantee a similar outcome.
© 2022 Harris Beach PLLC

Content current as of April 2, 2023 5:40 am
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