Drinker Biddle has been advising companies, investors and financial institutions on securities matters and complex capital-raising transactions from the time the securities laws were originally established in the early part of the 20th Century. Over the years, our securities practice has evolved in parallel with the needs of our clients, whose businesses have grown more complex and whose capital needs have grown more sophisticated. As a result, we have earned a reputation for delivering our clients a highly developed understanding of securities laws and a keen problem-solving ability, helping them to accomplish their most important growth objectives and business strategies.
Our securities lawyers work with our clients to structure and negotiate business deals involving the purchase or sale of securities. They also guide our clients through the intricate system of modern-day securities regulations, ensuring compliance with day-to-day, but increasingly risky, regulatory requirements. We represent our clients on all types of securities transactions, including:
Public and private securities offerings of equity, investment-grade and high-yield debt
Initial public offerings
Shelf registrations and shelf takedowns
PIPEs and registered direct placements
Reverse merger financings
Securities exchange listings
Structured investments, novel and hybrid securities
Issuances of puts, calls and comparable derivative securities
Convertible debt offerings
Offerings of trust preferred securities
Cash and debt tender offers
Domestic public offerings of foreign private issuers
Advice to trustees and corporate trust intermediaries
We also counsel clients on strategies for avoiding or, if need be, confronting problems raised by the SEC and state securities regulators. Additionally, clients come to us for benchmarking information and advice on "best practices" concerning the disclosure and regulatory obligations of public companies, corporate governance and fiduciary duty obligations of directors and executive officers, compliance with the rules of securities exchanges and unique governance issues affecting private companies. Depending on the needs of the client, our securities lawyers may provide specialized subject matter expertise within a multi-disciplinary team of lawyers from other specialties within our firm, including tax, intellectual property, regulatory matters, mergers and acquisitions, venture capital, real estate, labor and employee benefits.