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Corporate Finance & Securities

New Corporate Challenges
Evolving corporate governance standards and growth in the scope of SEC disclosure requirements continue to challenge public companies.

At the same time, the United States has seen a resurgence of stockholder activism, a rise in often-frivolous lawsuits, an unprecedented increase in SEC enforcement initiatives, and a host of other legal compliance challenges.

Our Services
Our attorneys advise public and private companies, management teams, boards of directors and board committees on a full range of matters involving:

  • Corporate governance requirements and state-law fiduciary duty issues that arise in connection with proxy regulation, stockholder proposals, and transactional matters
  • Registered and exempt securities offerings
  • Compliance and disclosure matters under the Securities Act of 1933, Securities Exchange Act of 1934, and the Dodd-Frank Act, as well as the related SEC rules
  • Listing standards of the NYSE, NASDAQ, and other stock markets.

Our Approach
We offer a well-integrated, multi-disciplinary approach to our services. We generally work in client teams, in which we integrate our securities lawyers with tax, employee benefits, employment, real estate, and litigation specialists, as well as regulatory and industry-specific practitioners so that our client team can comprehensively understand  our clients' business, operational goals, regulatory environments, and challenges.

We are particularly focused on providing high-quality capital raising, securities regulation, and corporate governance advice and services to public company clients in an efficient and cost-effective manner.

Packaged Services That Meet Your Needs
Where appropriate, we structure certain types of engagements using fixed fees and other alternative fee structures. We believe these arrangements allow our clients to obtain first-rate advice at predictable and manageable cost, while also promoting regular and in-depth discussions in order best to anticipate our clients' needs.

We find that packaging services in this fashion often helps clients raise questions or concerns before problems arise, and allows us to stay better informed about the client's risks and strategies.

An example of this structure is our public-company securities reporting and compliance program, which includes substantially all the reporting and compliance services a public company requires on a regular basis:

  • Review of quarterly and annual SEC reports
  • Annual reports to stockholders
  • Attendance at board and committee meetings
  • Preparation of earnings announcements
  • Questions regarding Regulation FD compliance and communications with analysts and investors
  • Routine corporate governance matters
  • Insider trading compliance issues

Our Clients
Our clients range from small public companies to large Fortune 500 clients, and our experience has varied from relatively straightforward public equity offerings to highly complex recapitalizations using a combination of debt, equity, and convertible securities.

DWT currently represents numerous public companies in connection with capital raising, mergers and acquisitions, securities reporting, NASDAQ and NYSE compliance, corporate governance, and related issues.

Stay Updated
We also periodically offer clients and others updates regarding evolving trends in securities and corporate governance matters:

Our corporate finance and securities attorneys are frequent writers and speakers on securities law, governance and related topics, and we would be happy to speak with you about your company’s goals, circumstances, and legal needs.