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

  • Capital markets transactions with an aggregated deal value of over $5.8 billion since 2014
  • 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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Below is a snapshot of issuer-side and underwriter-side offerings, which Mintz Levin’s Securities & Capital Markets team handled for clients in 2015:

  • Represented OvaScience, Inc. in multiple offerings, including its $132M follow-on offering underwritten by J.P. Morgan; Credit Suisse; Leerink Partners; H.C. Wainwright; and Ladenburg Thalmann and its $46.8M follow-on offering underwritten by Leerink Partners; Oppenheimer & Co.; H.C. Wainwright & Co.; Roth Capital Partners; and JonesTrading Institutional Services
  • Represented WAVE Life Sciences in its $102M initial public offering underwritten by Jefferies; Leerink Partners; JMP Securities; and Suntrust Robinson Humphrey
  • Represented Intra-Cellular Therapies, Inc. in multiple offerings, including its $345M follow-on offering underwritten by Leerink Partners; Cowen and Company; RBC Capital Markets; Guggenheim Securities; Ladenburg Thalmann & Co.; and SunTrust Robinson Humphrey and its $129.9M follow-on offering underwritten by Leerink Partners; Cowen and Company; RBC Capital Markets; Ladenburg Thalmann & Co.; SunTrust Robinson Humphrey; and JMP Securities
  • Represented Neos Therapeutics, Inc. in its $82.8M initial public offering underwritten by UBS Investment Bank; BMO Capital Markets; RBC Capital Markets; and JMP Securities
  • Represented Pieris Pharmaceuticals, Inc. in its $25M “re-IPO” underwritten by Oppenheimer; JMP Securities; Roth Capital Partners; and Trout Capital
  • Served as underwriters’ counsel in the $48.8M follow-on offering of Dicerna Pharmaceuticals, Inc. led by Jefferies; Leerink Partners; Cowen and Company; and Stifel Nicolaus
  • Served as underwriters’ counsel in the $179.2M follow-on offering of GW Pharmaceuticals plc led by Morgan Stanley; BofA Merrill Lynch; Cowen and Company; and Piper Jaffray & Co.
  • Served as underwriters’ counsel in the $218M follow-on offering of Puma Biotechnology, Inc. led by BofA Merrill Lynch; JP Morgan; Leerink Partners; and Cowen and Company