Corporate and Securities

The broad spectrum of corporate law plays a significant role in our firm's practice.  We advise individuals, closely held businesses, and publicly traded corporations in a wide variety of corporate matters. We serve the needs of growing businesses, as well as the venture capital and investment banking firms that provide them with capital.

Corporate Finance

We regularly represent issuers, investment banks, lenders, borrowers and other parties in connection with a wide variety of corporate finance transactions. These transactions include:

• private placements of securities;
• debt financings with banks, insurance companies and other institutional lenders;
• initial public offerings, secondary offerings, and shelf registrations of securities;
• venture capital and private equity investments and financings;
• municipal bond financings;
• asset securitizations;
• merger and acquisition financing;
• management and leveraged buy-outs;
• tender offers; and
• spin-offs; restructurings; and recapitializations.

Formation of Business Entities

We can assist you with selection of the best choice of entity for your business in order to maximize the benefits and minimize the risks to you and your business. In the process of selection or formation of your entity, we will assist you in identifying, managing, and solving the legal issues that may impact your new business entity, including issues related to antitrust laws, corporate governance, employee benefits, executive compensation, information technology, intellectual property and tax matters.

Mergers and Acquisitions

We regularly represent our clients in connection with mergers, stock and asset acquisitions and dispositions, spin-offs and leveraged buy-outs. A number of our clients have also entered into joint ventures and other types of corporate partnering activities with domestic and international businesses.

As every business acquisition or merger is different, we utilize a team to draw on the appropriate skills, knowledge, and experience of our lawyers. Depending upon the needs of your business and the nature of the transaction, a typical team handling a large corporate acquisition or merger might include attorneys who are experienced in the fields of securities, corporate finance, tax, antitrust, labor, environmental compliance, products liability, and real estate. We also help clients evaluate prospective strategic partners through due diligence investigations and ensure that relationships are established with careful attention to compliance with applicable laws.

Reorganizations

We provide innovative solutions to the needs of our clients, with a focus on minimizing tax costs and maximizing financial return. We can provide advice on structuring business acquisitions, tender offers, and share exchanges; optimizing tax-free transactions, including triangular mergers, reorganizations, and multiple-step acquisitions; evaluating divestiture strategies, including stock transfers and tax-free spin-offs; liquidations; stock redemptions; and recapitalizations.

Securities Law

As securities law is an extremely technical field, an in-depth knowledge of its intricacies and complexities is necessary to adequately represent clients in securities matters. Among the areas in which our firm offers securities law assistance are:

• public offerings and private placements of corporate debt and equity securities;
• initial public offerings;
• Securities and Exchange Commission applications, filings and reports;
• state securities law applications, exemption and other filings and reports;
• syndications;
• tender and exchange offers;
• proxy filings;
• executive compensation matters; and
• purchase and sale of company securities by officers, directors and other company insiders.

Structured Finance

Our expertise includes securitization of a diverse range of assets, devising unique finance structures and developing new asset classes, and securitization programs for first time issuers and investors.

Venture Capital and Private Equity

We assist clients with the formation of venture capital funds, raising capital, and documenting and structuring investments in portfolio companies. We have significant experience in all the legal fields necessary to provide this assistance, including tax, securities, ERISA, and pass-through entities such as limited partnerships and limited liability companies. Our intellectual property, labor and employment law, litigation and real estate attorneys are also available to provide specialized advice as needed in evaluating and documenting investments.

We are also familiar with the legal and business issues facing growth companies at all stages of development. As companies grow, the need for capital is frequently provided by private financing arrangements during the early years of the enterprise. We have significant experience and can assist you with private placements of securities and creative financing arrangements. Our lawyers have extensive knowledge and experience on the structure and complexities of venture capital financing transactions.

International Business Transactions

Today there is a greater need than ever before for looking outside our national borders for markets. Many Arkansas businesses are finding foreign markets for the first time, while others are expanding and taking more aggressive equity positions abroad. We continue to grow with our clients and work hard with the help of our contacts around the world to provide the information and legal assistance needed to compete in a global economy.