Securities

Our Securities practice includes both securities offerings and ongoing securities law compliance.

Public Offerings

Posternak attorneys have guided many companies through the public offering process, ranging from technology IPOs to bond offerings by mature manufacturing and service companies.  We have also represented underwriters, financial advisors, company founders and institutional investors, always bringing to bear the same combination of SEC know-how, capital markets experience, and practical business sense.

Private Placements

We regularly represent companies, investment funds, venture capital firms and investors in successful private equity financings, including seed, angel, venture capital and institutional private placements.

Securities Compliance

We assist public companies and their officers and directors in negotiating the increasingly complex challenges posed by the securities laws, the SEC, stock exchanges, analysts and the media.  These include corporate governance, director duties and responsibilities, disclosure obligations, periodic reporting, insider stock transactions and executive compensations issues.

Representative matters

• For The Holmes Group, Inc. – a successful $400+ million tender offer and financing transaction to acquire The Rival Company.
• For the founder and principal stockholder of Bertucci’s, Inc. – the negotiation of a going-private merger transaction followed by a subsequent sale to an unsolicited bidder by tender offer.
• For National Dentex Corporation, a NASDAQ listed operator of dental laboratories - the initial public offering of its common stock, ongoing merger and acquisition work, and regular advice on corporate disclosure, insider trading issues and stock plan administration.
• For Park Street Capital – private placements in connection with their “funds-of-funds” programs - a series of over $2 billion of private equity funds formed to invest in venture capital and buyout funds.
• For UNICCO Service Company and The Holmes Group, Inc. - major financings, including $100+ million offerings of high-yield bonds under Rule 144A and subsequent SEC exchange offers.
• For iParty Corp. – an NYSE Amex listed party goods retailer, ongoing general counsel services, including compliance with and filings under federal securities laws, and an institutional PIPE financing followed by SEC registration.
• For Radian Group, Inc. – an NYSE-listed financial services company, stock plan design and administration, executive compensation disclosure and insider transactions.
• For Microfluidics International Corporation – an OTCBB company, ongoing compliance with and filings under federal securities laws and other general counsel strategies and financing related services.
• For various private companies, merger transactions with publicly registered acquirers, involving receipt of public securities and follow on registrations or registration rights.
• For numerous companies – we advise management, the Board of Directors and auditors concerning their obligations under the Sarbanes-Oxley Act and the many new SEC rules and regulations implementing it.
   

Our experience includes:
Transactions
Initial public offerings
Private placements
Exchange offers
Going private

Compliance
SEC reporting
Corporate governance
Insider trading
Public disclosure

Securities: Related Services Areas

Securities: Professionals

Securities: Publications