Securities Business and Transactions
Whitaker Chalk has represented companies in public SEC registered offerings of securities including assisting in preparing and filing the registration statements, and negotiating with underwrites. It has structured transactions that have resulted in companies becoming SEC reporting companies as well as undertaking to represent companies who voluntarily register to become SEC reporting companies. In connection with its representation of SEC reporting companies, Whitaker Chalk also advised its clients, including shareholders, directors and officers regarding the various reporting obligations imposed by the securities laws.
In a majority of instances when a client needs to raise capital a public offering is not economical or even feasible. Whitaker Chalk frequently works with clients to structure their capital raising efforts to comply with exemptions from the SEC registration requirements. These transactions are often referred to as “private offerings,” “private placements,” or “unregistered offerings” and involve the preparation of documents describing the securities being sold. These documents are often referred to as “private offering memorandums”, private placement memorandums,” or simply “ppms” or poms”.
Many clients seek to meet their capital needs through funding sources such as venture capital funds or private equity funds. Whitaker Chalk has experience in representing its clients in negotiating the terms of these transactions and the documentation that is needed. In addition Whitaker Chalk has also advised clients in starting and operating venture capital funds and private equity funds.