Securities
Our lawyers excel in the quick turn-around of financial transactions. We represent a wide range of U.S. and foreign businesses, as well as sources of equity capital and debt financing such as banks and other financial institutions, individual and institutional investors. We facilitate a full range of financing transactions, including: public offerings, venture capital investments, leveraged buyouts, private placements of securities, strategic partnerships and joint ventures. We also regularly handle shelf registrations, periodic SEC filings, stock exchange listings and compliance solutions. Our clients are counseled on all aspects of securities law compliance including disclosure, reporting and enforcement issues.
Practice Profile (PDF)
Representative Client Work
- Represented public office, government properties, senior living and hotel REITs in raising nearly $10 billion in public and 144A offerings of common equity, straight and convertible preferred equity and senior and convertible debt
- Provided ongoing disclosure, governance and listing advice to Iron Mountain Incorporated, including public and 144A offerings and direct stock purchase plan
- Facilitated £150 million, CDN$175 million and €225 million senior subordinated debt placements for a U.S. public company; provided ongoing disclosure, corporate governance and stock exchange listing advice for same public client
- Represented a public senior living community operator in a $126 million convertible note offering
- Represented various companies in self-tender offers for outstanding notes
- Represented a private financial services firm in a $700 million 144A debt offering
- Represented a foreign software company in a recent acquisition and a going private transaction involving U.S. software company
- Represented a REIT in an acquisition and public spinoff of a fuel travel center company
- Served as company counsel in a $65 million transportation company IPO
- Represented a biotech company in multiple "registered direct" offerings of common stock and warrants
- Facilitated a $2 million convertible note PIPE by a software company
- Assisted a financial services company in switching its listing from NASDAQ to NYSE
News
- January 6, 2012
New Trading Platforms For Small Cap Stock Companies
Electronically-In-Touch - January 2012
What Companies Should Expect from the SEC in the New Year
ACC-Northeast Week in Brief, SmartBrief, CFO.com and Securities Mosaic Daily News - November 28, 2011
Opening the IPO window
The Deal - November 3, 2011
A Reason to Revisit Your Cybersecurity Risk
CFO.com - October 28, 2011
IRC § 1202's Advantage
The Deal - October 20, 2011
S&W Attorneys Named 2011 Massachusetts Super Lawyers
New England Super Lawyers Magazine - October 3, 2011
S&W Attorneys Named New York Super Lawyers 2011 - September 2011
Working with Investor Relations
Corporate Secretary - August 31, 2011
Sullivan & Worcester Attorneys Named in 2012 Best Lawyers® - August 5, 2011
Dodd-Frank: Paper Tiger or Agent of Reform?
Boston Business Journal - May 10, 2011
A Shelf Registration Statement is an Excellent Tool
Globes - March 2011
What Needs to be Disclosed About Data Privacy and Security in SEC Filings?
Insights, The Corporate & Securities Law Advisor - February 14, 2011
Small Talk
The Wall Street Journal - February 14, 2011
What Needs to be Disclosed About Data Privacy and Security in SEC Filings?
The Mentor Blog, TheCorporateCounsel.net - February 2011
What Needs to be Disclosed About Data Privacy and Security in SEC Filings?
VCExperts - October 19, 2010
S&W Attorneys Named Massachusetts Super Lawyers
New England Super Lawyers Magazine - October 19, 2010
Sullivan & Worcester Attorneys Selected as Rising Stars
New England Super Lawyers Magazine - September 21, 2010
S&W Attorneys Named New York Super Lawyers 2010 - May 10, 2010
Consequences of Violating Section 29
TheDeal Magazine - March 8, 2010
Handling Climate Change Disclosure
Compliance Reporter - February 17, 2010
SEC Passes Enhanced Proxy Disclosures
The Review of Securities & Commodities Regulation - December 17, 2009
Stalling on Sarbox
CFO.com - December 8, 2009
Small Businesses Can Comply With SEC Internal Control Rules Before It's Too Late
Mass High Tech - October 26, 2009
S&W Attorneys Named New England Super Lawyers
New England Super Lawyers Magazine - October 5, 2009
S&W Attorneys Named New York Super Lawyers 2009 - August 3, 2009
Sullivan & Worcester Attorneys Named in 2010 Best Lawyers®
The Best Lawyers in America 2010 - July 24, 2009
Executive Pay Under Scrutiny: Will the Backlash Stick?
Boston Business Journal - June 25, 2009
Sullivan & Worcester Adds New Partner to the New York Corporate Group
S&W Press Release - December 14, 2008
New York Partners Included in The Best Lawyers in America 2009
The Best Lawyers in America 2009 - December 1, 2008
SEC Amends Reporting Requirements for Foreign Private Issuers
ACC Israel Chapter Newsletter - November 25, 2008
Harvey Bines Interviewed by Globes
Globes - September 29, 2008
S&W Attorneys Named New York Super Lawyers 2008 - September 15, 2008
Best Lawyers Ranks S&W Lawyers as Leaders in their Field
The Best Lawyers in America 2009 - September 2008
Founder Anti-Dilution Protection - Man Bites Dog
VCExperts.com - September 2008
SEC Encourages Increased Use of Public Companies' Websites
The Marker - June 13, 2008
Sales experience
Boston Business Journal - March 30, 2008
Proxy.com: SEC enables online investor notification
Boston Business Journal (quoted) - March 18, 2008
S&W Announces Formation of Credit Crisis Task Force
S&W Press Release - March 14, 2008
Some important do's and don'ts in selling a business
Boston Business Journal - January 23, 2008
Another Break for FPIs; Nasdaq Rules
Compliance Week (quoted) - Lifecycle of a Technology Company: A Step-by-Step Legal and Practical Guide from Startup to Sale
(John Wiley & Sons, Fall 2007) - Mergers & Acquisition: A Step-by-Step Legal and Practical Guide
(John Wiley & Sons, Fall 2007) - October 2007
Smoothing the path
Corporate Secretary - June 7, 2007
Changes To Pay Disclosure Rules May Be Imminent
Securities Law360 - June 5, 2007
New Sec. 16 Guidance; SEC Ponders Global Markets
Compliance Week - May 24, 2005
Companies Tweak Director Communications Processes
Compliance Week (quoted) - January 14, 2004
A Conversation on Guidance with... Howard E. Berkenblit
The SMA Counselor - April 28, 2003
Private Companies Cannot Ignore Sarbanes-Oxley
Mass. High Tech - March 27, 2003
The Sarbanes-Oxley Act's Regulation of the "Gatekeepers"
Journal of Taxation of Financial Institutions
Events
- June 26, 2012 (9:00 a.m. - 10:30 a.m.)
Dodd-Frank Reform Act - January 25, 2012 (8:00 a.m. - 9:00 a.m.)
The New York State Bar Association Town Hall Meeting with Future ABA President James R. Silkenat - December 12-13, 2011
Alternative IPOs & Reverse Mergers for Smaller Companies and Pre-revenue R&D Companies - October 19, 2011 (12:30 p.m. - 5:30 p.m.)
29th Annual New England Business and Securities Law Conference 2011 - June 15, 2011 (4:30 p.m. - 7:30 p.m.)
Your Liquidity: How a CFO Turns the Asset into Cash - May 18, 2011 (3:00 - 6:00 p.m.)
Annual IPO Seminar: "Will My Company Be The Next Zipcar?" - April 14, 2011
ABA Business Law Section Spring Meeting - April 13, 2011 (8:00 - 11:00 AM)
The State of Data Security: Regulations and Disclosure Rules - October 20, 2010 (1:00 - 6:00 PM)
28th Annual New England Business & Securities Law Conference
Publications
- January 18, 2012
Companies Raising Capital Now Have a Smaller Pool of Investors to Choose From
Client Advisory - January 5, 2011
What Needs to be Disclosed About Data Privacy and Security in SEC Filings?
Client Advisory - July 26, 2010
The Dodd-Frank Act – What Public Companies Should Be Doing Now
Client Advisory - July 2, 2009
SEC Proposes Rule Amendments to Strengthen Regulatory Framework for Money Market Funds
Client Advisory - February 5, 2009
SEC Adopts Rules Requiring Financial Reporting in Interactive "XBRL" Format
Client Advisory
Related Practices
- Corporate Governance
- Financings
- Government Investigations & White Collar Defense
- Mergers & Acquisitions
- Securitization
- Tax
Attorneys in This Practice
- Jonathan Achiron
- Shy S. Baranov
- Susan M. Barnard
- Eran Ben Dor
- Howard E. Berkenblit
- Harvey E. Bines
- Charles E. Chambers Jr.
- Robert V. Condon III
- Martha F. Coultrap
- Nicole M. Crum
- William J. Curry
- Kristen Doughty Danaher
- W. Lee H. Dunham
- Robert J. Gillispie
- Oded Har-Even
- Peter G. Johannsen
- Shaini Leiman
- William A. Levine
- Mor Limanovich
- Karen L. Linsley
- Ofir Melech
- Edwin L. Miller Jr.
- Alexander A. Notopoulos Jr.
- Nicole Rives
- James R. Silkenat
- Kristen A. Young
