Overview

Capital markets activity is subject to complex disclosure and regulatory requirements from multiple agencies. Pragmatic guidance on public and private financing transactions requires a multipronged perspective. Katten's work on thousands of securities matters keeps clients' capital-raising deals on track and governance practices sound.

Informed counsel in securities transactions and ongoing compliance

Our leading Capital Markets practice represents public and private issuers, underwriters, placement agents and investors in a wide variety of public and private securities offerings, including:

  • Initial public offerings (IPOs), follow-on (FPO) and secondary equity offerings;
  • High-yield, convertible and investment grade debt offerings;
  • Private investments in public equity (PIPEs) and other private financings; and
  • Venture and growth capital, from seed through pre-IPO (crossover) investments.

Our extensive capital markets experience covers the broad spectrum of market participants and transactions, including special purpose acquisition companies (SPACs), business development companies (BDCs) and foreign issuers engaging in cross-border capital raises, including those under the U.S.-Canadian Multijurisdictional Disclosure System (MJDS).

Because many of our attorneys formerly served with the US Securities and Exchange Commission or as Assistant United States Attorneys (AUSAs), clients look to us for a higher level of insight. Simply put, we understand not only what the laws say but also how key regulators and prosecutors currently interpret them. In addition, we bring a judicial perspective from litigating hundreds of federal and state securities cases nationwide.

With leading roles in influential industry organizations and associations, we help anticipate challenges and shape future policy. We help our clients resolve issues in all aspects of the securities markets, including:

  • Registration, regulation and compliance
  • Corporate governance
  • Reporting and disclosure
  • Mergers, tender offers and other strategic transactions
  • Going-private transactions
Answers in the boardroom

Early prominence in public markets has earned us positions as advisors to boards, individual directors and special committees. As a result, we are quickly on call to advise entities and individuals on their disclosure obligations and fiduciary duties. We understand how to work with and address the needs of public and private companies of all sizes, from venture-backed growth companies to small-cap public companies to Fortune 1000 companies, as well as their investors, in a range of industries, including:

  • Health care
  • Financial services
  • Technology
  • Energy and natural resources
  • Manufacturing
  • Education
  • Consumer brands and products

Attorneys in our active Capital Markets practice have closed over 100 transactions since the beginning of 2020 alone, with transaction values ranging from approximately $5 million to $3.5 billion. Recent representative clients and transactions are referenced below.

"Katten's knowledge, experience, and responsiveness are all excellent. I would not hesitate to refer this firm."

U.S. News – Best Lawyers® 2018 "Best Law Firms"
(Corporate Law) survey response

Experience

  • Public Equity Offerings
  • Represented diversified software services and bitcoin mining company in an underwritten follow-on offering.
  • Represented an entertainment studio in a registered direct offering.
  • Represented selling stockholders in secondary offering of common stock of the largest international network of degree-granting higher education institutions.
  • Represented a financial institution as sales agent in an at-the-market offering program.
  • Private Investments in Public Equity (PIPEs)
  • Represented a leading health care investment firm as lead investor in the issuance of convertible notes by a commercial-stage biotechnology company focusing on cancer treatment. Also advised on closing of the recipient's IPO.
  • Represented one of the largest public bit-coin mining companies in multiple PIPE transactions and US exchange listing.
  • Represented a leading health care investment firm as lead investor in a common stock offering issued by a genetic information company.
  • Represented a leading developer/designer of products in the blockchain in a PIPE transaction.
  • Special Purpose Acquisition Companies (SPACs)
  • Represented multiple SPAC issuers in their initial public offerings, including SPACs focused on the global health and wellness industry, the food services industry and a general target focus.
  • Represented the lead investor as a SPAC sponsor and as anchor investor in the related PIPE transaction.
  • Represented a significant stockholder of a target company and as investor in related PIPE transaction.
  • High-Yield Debt Offerings
  • Represented an institutional-grade financial services network in its issuance of senior secured notes. *
  • Represented leading casino and affiliated REIT in multiple issuances of high-yield debt securities. *
  • Represented initial purchasers in multiple issuances of secured and unsecured senior notes by leading airlines. *
  • Represented initial purchasers in multiple issuances of senior secured notes by mining and metals companies. *
  • Business Development Companies (BDCs)
  • Represented a business development company in its formation and exempt (Reg. D) offering of common stock. *
  • Represented a registered closed-end fund in connection with an underwritten preferred stock offering. *
  • Represented a business development company in connection with an underwritten unsecured notes offering. *
  • Venture and Growth Capital
  • Represented a private investment firm in multiple minority investments in technology companies, ranging from Series A to Series C Rounds and in investments structured as tender offers.
  • Represented a global leader in oilfield technology solutions in its strategic venture capital investments.
  • Represented a maker of cold-brew coffee, oat milk and similar products in capital transactions, a Series A and a SAFE financing.
  • Liability Management/Restructuring
  • Represented dealer manager in exchange of senior notes for multiple tranches of loans and equity, including related consent solicitation.
  • Represented oil and gas issuer in exchange of multiple tranches of senior, unsecured and convertible notes for new senior secured notes. *
  • Represented “ad hoc” group negotiating complex debt exchange involving distressed retailer. *
* Experience prior to Katten