Capital Markets and Corporate Finance

Levin & Srinivasan’s corporate finance practice covers all aspects of the public and private offering and sale of debt and equity securities in the United States by both foreign and domestic issuers, including sovereign issuers.  Our attorneys are experienced in structuring securities transactions to satisfy the legal and regulatory requirements of multiple jurisdictions.  Our expertise in securities offerings extends to private placements, including institutional private placements (commonly referred to as “Rule 144A offerings”); primary and secondary registered public offerings, including initial public offerings and shelf registrations; stock exchange listings; American depositary receipt (ADR) offerings (levels I, II and III); commercial paper and medium-term note programs; and public offerings in connection with the privatization of state-owned enterprises.  In connection with executing these types of transactions, we help our clients develop and evaluate offering strategies, conduct legal and business due diligence investigations of issuers, as well as draft and negotiate proposals, indications of interest, letters of intent, prospectuses and registration statements, private placement memoranda, offering circulars, and subscription documents.  Our attorneys also have substantial experience representing issuers and underwriters in connection with public offerings, including IPOs, by media and technology companies, telecommunications companies, and financial institutions.  In connection with our firm’s corporate finance practice, our attorneys have developed an excellent working relationship with members of the staff of the United States Securities and Exchange Commission (SEC).

Our attorneys have significant experience representing sovereign issuers and underwriters in structuring, negotiating and executing offerings of debt securities by sovereign issuers (and governmental agencies) in the United States in what are known as registered “Schedule B” offerings.

Furthermore, our attorneys have assisted several financial institutions in structuring and implementing asset-backed securities offerings, including the selection of the Special Purpose Vehicles (SPV) jurisdiction, eligible receivables, program volume, internal and external credit enhancement and the management of the rating process, in addition to the drafting and review of all pertinent transaction documents.

We also assist our clients in establishing and operating investment funds, ensure compliance with securities laws and reporting requirements, and draft and file required reports, including annual and quarterly reports and proxy statements.  We advise our clients with respect to the full range of capital markets regulation in the United States, including regulation governing broker-dealers and investment advisors.