Securities and Initial Public Offerings (IPOs) are complex and highly regulated processes. Our team can support you through:

• Raising capital from investors;
• Advising on the optimal structure, timing, and strategy of the offering, whether it is a traditional IPO, a direct listing, a special purpose acquisition company (SPAC), or another alternative;
• Preparing and reviewing the registration statement, prospectus, and other offering documents that disclose the business model, risks, financial statements, and governance of the issuer to the Securities and Exchange Commission (SEC) and potential investors;
• Conducting due diligence on the issuer and its business, financial, legal, and regulatory affairs;
• Negotiating and drafting the underwriting agreement, lock-up agreements, and other contracts with the underwriters, auditors, financial advisors, and other parties involved in the offering;
• Coordinating with the SEC, stock exchanges, and other regulators to obtain the necessary approvals, exemptions, and listings for the offering; and
• Advising on the post-offering obligations and compliance matters, such as periodic reporting, insider trading, corporate governance, and shareholder relations.

Our transactional lawyers aim to provide valuable legal support and guidance to your business, helping you to achieve your strategic and financial goals while minimizing legal risks and liabilities. Let us help you with:

• Conducting due diligence and risk assessment on potential targets or investors, including reviewing financial statements, contracts, intellectual property, regulatory compliance, litigation, and environmental issues;
• Negotiating and drafting the terms and conditions of the deal, such as the purchase agreement, the shareholders agreement, the financing arrangements, the management incentives, the warranties and indemnities, and the exit strategy;
• Advising on the tax, corporate, antitrust, employment, and securities implications of the deal, and ensuring compliance with applicable laws and regulations in the relevant jurisdictions;
• Coordinating with other advisers, such as accountants, bankers, consultants, and valuation experts, to facilitate the closing of the deal and the integration of the acquired or invested business; and
• Resolving any disputes or challenges that may arise during or after the deal, such as breach of contract, fraud, misrepresentation, or minority shareholder rights.