Overview
Our lawyers assist issuers and underwriters in a wide variety of capital markets transactions. Whether involving equity, debt or hybrid securities, we find and structure solutions through a comprehensive approach to financing transactions. We take a team-oriented approach, providing advice based on a thorough understanding of your industry and your particular financing needs. Our capital markets lawyers work closely with other practices within our firm to provide a thorough understanding of all issues affecting transactions and to find the most effective approaches to those issues.
We work with companies in connection with public and private offerings of debt and equity securities, convertible debt offerings, private investments in public equity, offerings by foreign issuers, and a variety of other transactions.
Investment bank clients
We represent national and global investment banks as underwriters in securities offerings of all types. We work with investment banks to assist their issuer clients in the structuring and execution of capital markets transactions. Many of those investment banks look to us for counsel because of our deep industry experience; the depth and breadth of our securities practice; and the trust we have built over time to provide outstanding advice, service and know-how. We engage in a large number of transactions for investment banks in the financial services, real estate, technology and health care industries.
Issuer clients
We counsel public companies in connection with a wide variety of capital markets transactions, including initial public offerings and follow-on offerings. In connection with those transactions, we regularly deal with matters before the Securities and Exchange Commission, and we are focused on working with securities and market regulators to produce fair outcomes for our clients.
We also advise our public company clients on compliance issues, such as ongoing public reporting issues, on assessing and developing disclosure controls and procedures, and we advise boards and committees with respect to corporate governance issues.
Who we work with
We work with leading businesses, from emerging companies to Fortune 500, who want creative, intelligent ways to meet challenges and opportunities.
We regularly advise companies in various industries, including financial services, real estate, technology, health care, telecommunications, energy, consumer products and manufacturing. Our clients vary in size and market capitalization, and their business models are as varied as the marketplace.
What we do
- Initial public offerings
- Secondary stock offerings
- Convertible debt offerings
- Rule 144A private placements
- Regulation S private placements
- PIPE transactions
- Straight debt offerings
- Private equity investments
- Private equity financings
- Mezzanine financings
- Exchange offers
- International transactions
Experience
- Aegis Capital Corp. and West Park Capital, Inc., as underwriters’ counsel in the $15.1 million IPO of HF Enterprises, Inc., a diversified holding company.
- Alliance Global Partners, a full-service, regional investment firm in its:
- $25 million registered direct offering of common shares and warrants by HEXO Corp., a consumer packaged cannabis-based products company.
- $15 million private placement of senior secured convertible notes in a deal with investors in LiveWell Canada, Inc., a Canadian health and wellness company focused on the advanced research of CBD and other cannabinoids.
- $20 million at-the-market offering, $7.5 million private placement and two registered direct offerings collectively valued at $19.5 million for FSD Pharma Inc., a Canadian cannabis biotech research and pharmaceutical company.
- Alliance Global Partners and The Benchmark Company as underwriters to Murphy Canyon Acquisition Corp., a SPAC, in its $132 million IPO.
- Deem, Inc., a cloud commerce company providing commerce-as-a-service (CaaS) solutions in the closing of a $50 million preferred stock financing.
- Digital Brands Group, Inc., a curated collection of luxury lifestyle, digital-first brands, in connection with its $10 million IPO and acquisitions of clothing brands Bailey 44 and Harper & Jones, LLC.
- Digital Turbine, Inc. in a $20 million public offering underwritten by Ladenburg Thalmann & Co. and Craig-Hallum Capital Group.
- Douglas Emmett, Inc., a publicly traded REIT, in a $400 million ATM program.
- Impac Mortgage Holdings, Inc., an independent residential mortgage lender, in connection with a $25 million ATM program.
- Moving iMage Technologies, a leading digital cinema company that designs, manufactures, integrates, installs and distributes a full suite of proprietary and custom-designed equipment, in connection with its $12.6 million IPO.
- Honolulu-based Queen’s Health Systems in the closing of a $400 million financing. The transaction involved a complete reorganization of Queen’s debt structure, and involved the issuance of $206 million of fixed-rate bonds, two series of variable-rate bonds of $115 million, an inaugural issuance of $80 million of taxable bonds, and a Bank of Hawaii loan in the amount of $75 million.
- Sandler O’Neill + Partners, L.P., D.A. Davidson & Co. and Raymond James & Associates as underwriters’ counsel for First Foundation Inc. in the completion of its $120 million common stock offering.
- Sucampo Pharmaceuticals, Inc., a global biopharmaceutical company that develops and commercializes medical prostone products, in the registration of $150 million of equity and debt securities and its $20 million ATM program.
- Superconductor Technologies Inc., a world leader in the development and production of high-temperature superconducting materials and associated technologies, in the closing of an underwritten public offering of common stock and warrants.
Clients
Central Pacific Financial Corporation
CU Bancorp
CVB Financial Corp.
East West Bank
Highpower International
Impac Mortgage Holdings, Inc.
Plumas Bancorp
Preferred Bank
QAD, Inc.
Stamps.com
TriCo Bancshares
Related Practices
Corporate and Finance
Mergers and Acquisitions
Private Equity and Buyout
Special Purpose Acquisition Companies (SPACs)
Tax
Venture Capital / Emerging Companies
