Securities

Whether you’re an entrepreneur or private equity firm, you need sophisticated counsel that leads to informed decision making and compliance with federal and state laws. We provide corporate and securities services to a variety of businesses, from entrepreneurs seeking counsel on business formation and capital-raising to private equity firms requiring assistance with portfolio companies.

We also counsel publicly traded companies on public offerings of debt and equity securities and provide advice on regulatory and compliance matters. By working side-by-side with senior management, boards of directors, and the committees of public and privately held companies in connection with corporate governance matters, we generate the comprehensive and tailored advice needed to meet your business goals.

Our Services

Our services include the following:

• Advising on the structure of executive pay and equity compensation plans and programs
• Coordinating the preparation of proxy solicitation materials for shareholder meetings, including proxy statements
• Counseling boards of directors to help them fulfill their fiduciary duties and responsibilities in connection with a range of transactions
• Litigation and dispute resolution
• Maintaining compliance with New York Stock Exchange (NYSE) and NASDAQ listing requirements
• Mergers and acquisitions
• Preparation, review, and filing of all periodic and current reports required by the Securities Exchange Act of 1934
• Preparing policies, governance guidelines, codes of ethics, and other internal compliance policies and programs
• Private Investment in Public Equity (PIPE)
• Private placements of debt and equity securities
• Review and approval of press releases and earnings releases
• Section 16 reporting and compliance matters
• U.S. Securities and Exchange Commission (SEC) registered public offerings of equity and debt securities, corporate combinations, exchange offers, secondary offerings, and offerings by selling shareholders
• Venture capital and private equity transactions, including equity offerings and mezzanine financings

Securities Litigation & Regulatory Enforcement

Clients facing claims under the Securities Act of 1933, the Securities Exchange Act of 1934, the Investment Advisors Act of 1940, the Uniform Securities Act, and a variety of fraud and other common law claims count on our team of experienced litigators. We handle cases involving a variety of investment products, services, and transactions before U.S. District, Bankruptcy, and state courts as well as administrative agencies, such as the Virginia State Corporation Commission. We also represent clients in arbitration before a variety of sponsoring and self-regulatory organizations.

We advocate on behalf of investment advisors, broker-dealers, investment banks, commercial banks, wealth management firms, and hedge funds, as well as their senior managers and registered representatives. We also have represented accounting firms and other businesses facing securities claims and related issues.