Corporate & Securities

Securities & Capital Markets

Life as a public company continues to grow in complexity and challenges. It is essential to retain counsel with the securities experience and industry knowledge to guide you quickly and efficiently through everything from capital-raising transactions and sensitive disclosure issues, to Securities and Exchange Commission compliance and reporting, and corporate governance and stockholder interactions.

Mintz Levin represents issuers, underwriters, and investors in the full range of sophisticated securities transactions, from private placements and venture capital investments to initial and follow-on public offerings of equity, debt, and other securities, including registered direct offerings, PIPEs and confidentially marketed public offerings, and reverse mergers and other “alternative” means of accessing capital. We draw from extensive transactional experience and deep industry knowledge when representing you in your financing transactions and interactions with the Securities and Exchange Commission. We also represent buyers and sellers of businesses in merger and acquisition transactions in which securities are used as transaction consideration.

We represent our public company clients with respect to ongoing Securities and Exchange Commission compliance obligations, including periodic reporting, stockholder interactions, equity compensation matters, officer and director reporting requirements, and managing disclosure considerations. We also counsel companies and their boards of directors and board committees on the corporate governance obligations and requirements of the Dodd-Frank Act, Sarbanes-Oxley, and state corporate law. We approach sensitive disclosure issues with a comprehensive understanding of the industries in which you operate and the issues that are most important to you and your stockholders.

Quick Facts

  • Public offerings with an aggregated deal value of over $4 billion since 2013
  • Securities counsel to more than 50 public companies - a number of which are based in other countries
  • Counsel to a broad range of the world's leading investment banks, as well as many industry-focused niche firms.
  • Dedicated practice group including over 30 securities lawyers

Areas of Focus

  • Board and committee advice
    • Counsel concerning the requirements and restrictions imposed on boards and board committees by securities laws
  • Capital-raising transactions
    • IPOs, underwritten follow-ons and registered directs, PIPEs, confidentially marketed public offerings, SPACs, and equity and debt offerings, including Rule 144A convertible notes
  • Corporate governance strategies
    • Sarbanes-Oxley and Dodd-Frank compliance and related governance issues
  • Executive and equity compensation planning and implementation
    • Structuring and implementing employee benefit plans and equity compensation packages under SEC’s “short-swing profit” reporting and liability rules, Section 13 and Section 16 reporting, and 10b5-1 plans
  • SEC and stock exchange reporting
    • Periodic and current reports, disclosure controls and procedures, and stock exchange listing standards
  • Securities education and training
    • Ensuring clients stay current with regulations and best practices
  • Shareholder communications and reporting
    • Assisting with the annual meeting process, Regulation FD compliance, and institutional shareholder issues
  • Mergers and acquisitions involving public company securities
    • Deal structuring, SEC disclosure and filings, corporate takeover defenses, and strategy
  • Policies and procedures
    • Implementing codes of conduct, insider trading policies and programs, and other means of managing life as a public company
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Representative Experience

  • Served as underwriters’ counsel to Leerink Swann in the $23.7 million underwritten public offering in January 2012 by Chelsea Therapeutics International Ltd. (NASDAQ: CHTP).
  • Represented ARIAD Pharmaceuticals, Inc. (NASDAQ: ARIA) in its $258 million public offering in December 2011. JPMorgan, Cowen and Company, and Jefferies served as underwriters.
  • Represented GI Dynamics, Inc. (ASX: GID) in the filing of its Australian IPO and contemporaneous US private placement, which raised a combined $85 million in September 2011.
  • Served as placement agent counsel to Leerink Swann in the $55 million private placement in September 2011 by Puma Biotechnology.
  • Represented BofA Merrill Lynch and Leerink Swann as underwriters’ counsel in a $65 million shelf offering for Achillion Pharmaceuticals, Inc. (NASDAQ: ACHN) in June 2011.
  • Represented ImmunoGen Inc., (NASDAQ: IMGN) in its $93.6 million follow-on underwritten public offering in May 2011. Jefferies & Company Inc. acted as the sole book-running manager for the offering and Oppenheimer & Co. Inc., RBC Capital Markets LLC, William Blair & Company LLC, Canaccord Genuity Inc., and Morgan Joseph TriArtisan LLC acted as co-managers for the offering.
  • Represented Rosetta Genomics, Inc. (NASDAQ: ROSG) in its concurrent PIPE / registered direct offering in February 2011. Rodman & Renshaw acted as the exclusive placement agent for both offerings.
  • Represented Vertex Pharmaceuticals Incorporated (NASDAQ: VRTX) in its $400 million underwritten public offering in September 2010. BofA Merrill Lynch acted as the sole underwriter in the offering.
  • Represented Navios Maritime Acquisition Corporation (NYSE: NNA.U) in its $90 million public offering in August 2010. Among the many offerings that we have done for Navios and its affiliates, in 2008, we completed Navios’s IPO of approximately $253 million, which made Navios the first SPAC initially listed on the NYSE.