Securities and Capital Markets

The Securities and Capital Markets attorneys at Zukerman Gore represent public and private issuers, as well as financial institutions, private equity firms, hedge funds, family offices and other capital providers and individual investors across the full range of the capital formation process. The firm structures, negotiates and documents both private and public equity investments for all constituents in the capital raising process.

In the public sector, the firm advises on the full range of traditional capital markets transactions, including initial public offerings, secondary offers, and going private transactions. The firm also represents clients in connection with so-called alternative capital market transactions including special purpose acquisition companies (SPACs), private investments in public entities (PIPEs) and reverse mergers.

A natural outgrowth of the firm’s ‘33 Act practice is its ‘34 Act regulatory and compliance practice. From the periodic reporting required of Issuers (10K’s, 10Q’s, 8k’s and Proxy Statements) to officer and director compliance (Forms 3’s, 4’s and 5’s and 10b5-1 trading plans), Zukerman Gore’s Securities and Capital Markets professionals provide advice and counsel advice with respect to all aspects of the life cycle of a public company.

In addition to its broad public-sector practice, Zukerman Gore’s Securities and Capital Markets attorneys also structure and negotiate private equity investments for issuers and capital providers, including effecting private placements of equity, debt and convertible instruments commencing with an initial “angel” or venture round, through all follow-on, subsequent private financings. The firm also negotiates and structures public and private exist scenarios and represents large institutions in connection with their participation in club transactions.

The firm’s securities and capital markets attorneys work closely with our general corporate, corporate compliance, tax and finance colleagues who lend their expertise to efficiently manage the complex capital raising process.

Represented a subsidiary of Instinet Incorporated (which is wholly owned by Nomura Holdings, Inc.), Chi-X Global LLC, in connection with the sale of minority equity interests to Goldman Sachs, Morgan Stanley and other financial institutions.

Represented Grubb & Ellis Company in its $95 million preferred equity and $30 million convertible debt 144A private offerings placed by JMP Securities, Inc.

Represented GVA Williams, a privately held full service commercial real estate firm, in connection with its sale of majority interest to First Service Corporation, a Canadian public company

Represented Grubb & Ellis Realty Advisors in connection with its $125 million initial public offering underwritten by Deutsche Bank Securities Inc.

Represented a leading litigation finance company in connection with its $53 million recapitalization involving the negotiation of two new $25 million secured credit facilities, a $3 million equity investment and the repayment of existing indebtedness.

Represented a leading litigation finance company in connection with the purchase of a portfolio of receivables valued at approximately $20 million and the negotiation and structuring of a $35 million asset-based secured credit facility provided by a hedge fund.

Represent special committee of a public pharmacy management company in connection with a change-of-control transaction involving the sale of equity and the exchange of debt.

Represented Varsity Brands, Inc. in connection with its $125 million going-private transaction sponsored by Leonard Green & Partners.

Represented Grubb & Ellis Company in connection with its $95 million secondary offering underwritten by Deutsche Bank Securities Inc.

Represented financial services firm in connection with securing $1 billion revolving loan facility from Citibank Global Markets Realty Corporation.

Represented GoldenTree Asset Management in connection with its equity investment in the Harrah’s $27.8 billion going-private transaction.

Represented GoldenTree Asset Management in connection with their equity investment in Reader’s Digest’s $1.6 billion going private transaction.

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Practice AreaSecurities and Capital Markets

Securities and Capital Markets