Whether your company is public or private, large or small, foreign or domestic, we pride ourselves on playing an active role in protecting and expanding your business. With many years of experience in corporate law, including finance, capital markets, securities, and related litigation, we draw on our institutional knowledge, resources, and the relationships we’ve built during decades of operating in Florida and across the nation to counsel companies, entrepreneurs, investors, and lenders. We prepare transactions with careful diligence and close them with managed risk.
We’ve been recognized nationally by U.S. News as one of the Best Law Firms for Corporate Law, Mergers & Acquisitions, Banking and Finance Law. A number of our attorneys have earned recognition from Chambers USA, Best Lawyers in America®, Florida Trend, South Florida Legal Guide and Super Lawyers for their corporate, securities, mergers and acquisitions, banking and finance law experience.
Our corporate lawyers also serve on boards and committees that help establish solid industry relationships and leadership, including the Florida International Bankers Association, Florida Bank’s Banking Law & Credit Regulation Committee, Association of Corporate Counsel, Association for Corporate Growth, Minority Corporate Counsel Association, The Florida Bar’s Business Law Section and Corporate Governance Committee, the Commercial Finance Association, American Bar Association, and the Florida Venture Forum, among others.
We enjoy working with buyers, sellers, investors and others to expand operations and open new markets in Florida and around the world. We are committed to helping our clients build a solid infrastructure, transact deals that help them grow and ensure they’re doing it in a way that meets regulations and makes sense.
We represent local, national and international businesses across a wide array of industries, including financial services, hospitality, restaurants, real estate, education, aviation, cruise and leisure, technology, telecommunications, media and broadcasting, publishing, health services, manufacturing, agriculture, home improvement and others. These clients include:
Attorneys in our multidisciplinary group assist new and established businesses with corporate structure issues and work with others on structuring transactions and vehicles as well as negotiating contracts, financing, and secured loans.
Some of the services we offer our corporate clients include:
We counsel our clients on the rules, practices and processes that direct and control a corporation and a corporation’s relationship with its directors, managers, shareholders, employees, creditors, auditors, regulators and others. Our attorneys counsel clients on corporate governance, executive compensation, and compliance with the Sarbanes-Oxley Act of 2002. They design and implement comprehensive compliance programs and enhance controls to address future risk. They also represent companies in complex internal and high-profile federal and state investigations as well as Office of Foreign Assets Control violations.
Some of the corporate governance services we offer our clients include:
Corporate Finance/Capital Markets
We represent a diverse group of clients across numerous industries, including financial services, real estate, hospitality and restaurants, technology, health services and media, in a variety of leveraged, structured bank lending, capital markets and other finance transactions, including equity and debt offerings, venture capital financing and commercial lending.
We’ve handled initial public offerings by emerging companies as well as offerings of sophisticated financial products by Fortune 500 corporations. We’ve also represented domestic and international issuers and underwriters in equity and debt capital-raising transactions as well as lenders and investors in acquiring and structuring financing for their transactions and projects.
Additionally, we’re experienced in handing distressed debt investing and restructuring transactions. We’ve represented foreign and domestic investment banks, registered broker-dealers, hedge funds, investment advisors and others in secondary market transactions. We have assisted those clients with the preparation, negotiation and review of transaction documents, including due diligence matters and analysis of syndicated credit facilities, security documents, inter-creditor arrangements and other finance documentation.
Some of the corporate finance and capital markets services we offer our clients include:
We provide sponsors and investors in private equity firms with corporate, securities, financing, taxation and litigation counsel and assist them in structuring and organizing their acquisition and funding transactions.
We represent global financial institutions, funds and operating companies in secured financings, including secured revolving credit facilities extended to closed-end and open-end funds and hedge funds as well as subscription loan facilities made to private funds secured by the unfunded capital commitments of the fund’s equity investors.
Whether a transaction is centered in the U.S. or crosses national borders, we provide our clients with corporate and securities representation in a cost-efficient and timely manner. We can help our business, management, directors, compliance officers and board member clients navigate corporate and securities compliance and disclosures matters under the Sarbanes-Oxley Act, Dodd-Frank Act, and the laws, rules and regulations of the Securities and Exchange Commission (SEC) and self-regulatory bodies such as Financial Industry Regulatory Authority (FINRA), Commodity Futures Trading Commission (CFTC), and others.
We counsel issuers on the securities registration process, prepare letters for and respond to comments from the SEC, and interact with SEC staff. Well versed in stock exchange procedures, our attorneys prepare listing applications for the New York Stock Exchange and the American Stock Exchange, and trading applications for NASDAQ. We also handle annual and periodic SEC reports, such as:
Some of the other services we regularly offer include:
Mergers and Acquisitions
We counsel public and private companies, private equity firms and financial sponsors, investment banks and government clients in structuring agreements, arranging financing, negotiating contracts, and managing risk in their merger and acquisitions matters.
We handle merger, stock purchase, and asset purchase agreements, and advise on all aspects of the M&A process, including related securities, taxation and accounting issues. We negotiate acquisitions and advise our corporate clients on: