Corporate, Securities & Finance

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Attorneys in Chamberlain Hrdlicka's Corporate, Securities and Finance  practice represent a broad spectrum of public and private business entities and individuals involved in diverse and complex legal matters, including initial public offerings and secondary offerings of equity and debt securities; private placements; mergers and acquisitions; venture capital financing; institutional private placements; international project finance; swaps and financial derivative transactions; corporate bonds and asset-backed securities; conventional loans; leveraged buy-outs; exchange offers; tender offers; roll-up consolidations, and other business combinations and reorganizations; strategic alliances; technology licensing, equity incentive and compensation programs; supply chain management; and ongoing corporate and securities counseling of both public and private companies as well as their directors and executive officers. A significant part of our practice also involves the representation of entrepreneurs in the formation and financing of start-up companies engaged in e-commerce, high technology and other rapidly growing businesses.

The emergence of the Internet and Internet-based technology has created many business opportunities, and we are committed to serving early-stage, entrepreneurial companies, as well as the investors who provide them with capital and strategic assistance. Our broad experience with emerging growth companies includes advising and representing these entities in all aspects of their financing efforts, which typically include early-stage investments, followed by syndicated private placements, venture capital, other institutional financing, or an initial public offering. We also assist these companies in their technology-related legal matters, including strategic alliances, technology development and licensing, intellectual property protection, product distribution and other substantive matters. Calling on other disciplines in the firm as needed for tax advice, employee benefits and the like, our corporate, securities and finance practice group has assimilated the particular skills required to serve both the technology entrepreneur and established companies addressing the demands of their markets.

Worldwide Presence

Our corporate clients also benefit from Chamberlain Hrdlicka’s membership in Meritas Law Firms Worldwide, an international association of independent business law firms. In addition to providing a “direct presence” for transactions involving entities in large or emerging markets throughout the world, our Meritas contacts bring a better understanding of local law and customs that make the foreign environment more transparent.

Areas of Expertise

• Mergers, acquisitions and sales of businesses
• Public and private offerings of debt and equity securities
• Leveraged buyouts
• Structured finance transactions, including asset securitizations
• Financing of high technology and emerging growth businesses
• Business consolidations
• Partnerships, joint ventures and strategic alliances
• Project finance
• Tender and exchange offers
• Loan documentation and debt restructuring for borrowers and lenders State and federal regulatory matters
• Preparation and negotiation of contracts

Representative Matters

• Initial public offering of approximately $244 million of common stock for a biotechnology company
  
• Initial public offering of approximately $103 million of common stock for an oilfield service and marine construction company
• Initial public offering of approximately $63 million of common stock for an information technology company
• Public offering of approximately $300 million of medium-term notes for a major independent natural gas company
• $400 million in public-debt offerings for an independent energy company
• Institutional private placement of $89 million of notes issued by a special-purpose trust funded with natural gas derivative contracts from a major independent natural gas producer
• $35 million private offering of investor notes secured by consumer-debt receivables under indenture with major bank trustee
• $500 million credit facility for a publicly-owned energy company with a syndicated group of institutional lenders
• $1.2 billion commercial paper program for an independent energy company
• Representation of a steel fabrication company in its acquisition of another multi-state fabrication business, including the completion of approximately $60 million in senior secured financing and $30 million in subordinated financing
• Representation of publicly-held seismic data acquisition company in its acquisition of a seismic data-processing and surveying business, including the placement of approximately $40 million in subordinated notes and warrants with institutional investors
• $70 million project finance of a brine production facility with institutional participants and sources of financing
• $25 million project finance for cellular telephone system in Côte d'Ivoire
• $800 million restructuring of a privately-owned manufacturing company to create a pass-through entity for federal income tax purposes
• Numerous private placements and venture capital financings for a variety of start-up, emerging growth, Internet and technology companies