Capital Markets

Our capital markets lawyers regularly advise issuers, underwriters, placement agents and initial purchasers in public and private U.S. and global offerings of securities, including SEC registered offerings of equity and debt, Rule 144A and Regulation D private placements and Regulation S offerings exempt from registration under the Securities Act of 1933.

These transactions range from IPOs by start-up companies to registered shelf offerings and private placements of debt and equity securities by Fortune 500 issuers. These registered, qualified purchaser and otherwise exempt offerings encompass offerings of debt securities (including convertible debt, high-yield debt, medium-term notes and tax-exempt securities), common and preferred stock, warrants, and securities issued in connection with asset securitization and monetization transactions. We also represent issuers in the establishment of commercial paper programs, including 3(a)(3) and 4(2) programs, and employee stock option and other equity compensation plans.

We have extensive securities law expertise in connection with merger and acquisition transactions, spin-offs, tender offers, exchange offers and proxy and consent solicitations.

Team

Our capital markets team consists of more than 70 attorneys worldwide with substantial experience and expertise in capital markets and securities transactions, many of whom are also active in our corporate governance and securities compliance practices. We work closely with lawyers from Chadbourne’s other practice groups, bringing together those with the necessary industry and product expertise to provide our clients with an efficient and creative team able to provide the right strategic support and advice for virtually any transaction in the capital markets.

Clients

Our lawyers represent the key players in public and private securities offerings, including underwriters, placement agents, initial purchasers and issuers. Attorneys in our capital markets practice have represented, as underwriters’ counsel, most of the major investment banking firms. We also regularly represent well-known seasoned issuers and others in connection with their registered and exempt offerings.

Industry Expertise

We offer our capital markets clients in-depth understanding and expertise in every major industry, with particular depth in aerospace and defense, automotive, consumer products, energy, insurance and reinsurance, manufacturing, pharmaceuticals, communications and technology.

Geographic Scope

Our capital markets practice is global, with both domestic and cross-border securities transactional experience. Our clients benefit from the global reach of the Firm's network of over 450 attorneys in our offices around the world, including New York, Washington, Los Angeles, Mexico City, London, Moscow, Warsaw, Kyiv and Dubai.

We have a long history of representation in emerging markets offerings. Our capital markets lawyers work closely with carefully selected local law firms in jurisdictions where we do not have offices in connection with international capital markets offerings. For example, we serve as U.S. counsel to Latin American issuers and underwriters of Latin American offerings. We have represented issuers or underwriters in various offerings originating in Latin America, including issuers in Argentina, Brazil, Chile, Colombia, Ecuador, Mexico, Peru and Venezuela. We also have active representation of issuers in Turkey and the Middle East.

Representative Experience

Initial Public Offering
ORBCOMM Inc.
Initial public offering for a leading global satellite data communications company focused exclusively on machine-to-machine (M2M) communications, listed on the Nasdaq Global Market.
Underwritten Securities Offering
Fortune Brands, Inc.
Sale of $2 billion of debt securities in an SEC registered offering.
Rule 144A Offering
ArvinMeritor, Inc.
Rule 144A offering of $300 million of convertible senior secured notes due 2026 for an automotive components supplier.
Rule 144A Offering and Exchange Offer
Conexant Systems, Inc.
Rule 144A offering of $275 million of floating rate senior secured notes for a communications semiconductor company and related exchange offer of SEC-registered notes for Rule 144A notes.
Underwritten Follow-on Offering under a Universal Shelf Registration
Ormat Technologies
$117.2 million follow-on offering of 3.5 million shares under its $1 billion universal shelf registration for a geothermal energy company.
Rule 144A Offering
ISA do Brasil S.A.
$554 million Rule 144A offering to refinance the bridge financing obtained to fund its acquisition of a controlling interest in Companhia de Transmissão de Energia Elétrica Paulista (CTEEP), the second largest power transmission company in Brazil.
Initial Public Offering
Multimedia Polska S.A.
$269 million global offering, including a public offering to Polish individual and institutional investors and an international offering to selected institutional investors outside of Poland.
International Equity Offering by Turkish Bank
Asya Katilim Bankasi, AS
$160 million domestic and international equity offering by Turkish bank with a post offering valuation of $800 million.
Private Placement to Fund Wind Farm
Wind Plus
Private placement and $250 million in income trust units in Canada to fund a wind farm in the U.S.
[ more representative experience ]


Related Practice Areas

Bankruptcy and Financial Restructuring
Corporate
Corporate Governance
Finance
Mergers and Acquisitions
Real Estate
Securities Compliance

Related Industries

Communications, Media and Technology
Consumer Products
Energy
Food and Beverages
Mining and Metals
Multilateral and Bilateral Agencies
Pharmaceuticals
Transportation

Related Regions

Africa and the Middle East
Asia
Europe
Latin America
North America
Russia and the CIS
 

Worldwide Contact

Peter R. Kolyer
New York
+1 (212) 408-5564

Local Office Contacts

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