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CAPITAL MARKETS & FINANCE

Capital Raising

The firm represent issuers, lenders, investors, placement agents and underwriters in a wide variety of public and private securities offerings and lending transactions, including “angel” and “friends and family” rounds for early stage companies, traditional venture capital raises and institutional capital raises or lending transactions. Our capital markets practice includes the full spectrum of corporate finance transactions, including the representation of issuers on public and private offerings of common stock, preferred stock, options and warrants, convertible notes and debt instruments. We offer our clients high quality legal counseling in structuring, negotiating and documenting equity and debt finance transactions. Whether the client is a company seeking to raise capital or borrow funds or an investor or lender, our experience representing all sides in these deals helps us to anticipate problematic issues and devise practical solutions to help our clients efficiently close their transactions.

Public Finance

Our lawyers have significant experience representing various parties in public finance transactions including issuers, underwriters, trustees, liquidity providers and credit enhancers. Since the firm’s inception, the firm has completed many public finance transactions with New York public benefit corporations, school districts and an institution of higher learning. We have served as Underwriter’s Counsel and have successfully co-counseled with other firms as co-bond counsel. Our services include: (i) negotiating and drafting official statements, bond purchase agreements and continuing disclosure agreements; (ii) reviewing state and Federal law and regulations to confirm the legality of the offering; (iii) conducting due diligence; (iv) drafting blue sky memoranda; (v) coordinating deliverables from third-parties; (vi) providing legal opinions as bond counsel or underwriters’ counsel, and (vii) helping clients and other municipal market participants with post-issuances, including continuing disclosure, investment placement and management, program administration, SEC investigations, defaults, bankruptcies, and other workouts. We are also issuer’s counsel to The Trust for Cultural Resources of The City of New York, a local authority and public benefit corporation that is a conduit issuer of tax-exempt debt for the benefit of museums, performing arts facilities and other cultural institutions in New York City. The Trust has issued bonds for 22 cultural institutions in amounts ranging from $10 million to more than $200 million.

Financial Market Regulatory Compliance

A significant number of new federal regulations and programs have been adopted to deal with the recent financial crisis, and more will come in the near future. We are well positioned to provide timely and strategic advice regarding those regulations and programs, including The JOBS Act and The Dodd–Frank Wall Street Reform and Consumer Protection Act.