Corporate and M&A

Securities

Preti Flaherty's Securities Law Practice Group offers a broad complement of specialized services to each of the stakeholders in the securities industry. We have successfully represented public and private companies, governmental entities, underwriters, investors, brokers/dealers, investment banks, and emerging companies to address their needs under federal and state securities laws. The group brings the expertise of highly-skilled corporate and litigation attorneys with backgrounds both as principal and counsel in securities, capital formation, mergers and acquisitions, corporate governance and dispute resolution to offer clients cost-effective solutions.

Current trends place superior securities advice and representation in the forefront of business, financial and investing considerations:  from raising capital for startup and growing businesses to private equity analysis, negotiation and investment; from compliance under the Securities Exchange Act of 1934, Sarbanes-Oxley and uncertain new hedge fund regulations to stock option grants and other corporate governance best practices; and from investor complaints to shareholder disputes.    

Our Securities Law attorneys provide the following services

For Public Companies:

  • Periodic Reports—10-Ks, 10-Qs, 8-Ks
  • Annual Meetings-- Annual Report to Security Holders, Proxy Statements and Solicitation
  • Corporate Governance—Director independence, committees, Sarbanes Oxley
  • Insider Trading Policies
  • Section 16 Filers—Forms 3-5, Schedules 13D and 13G
  • Stock Option Plans—Form S-8, Stock Option Agreements
  • Rule 144 Resales
  • Press Releases—Reg FD, corporate messaging, investor relations
  • Acquisitions and Dispositions
  • Private Placements

Members of team: Kara Sweeney

For Private Companies:

  • Capital Formation—advice on locating sources; structure; and terms of offering
  • Blue-Sky Compliance
  • Reg D and other federal exemptions
  • Stock Options and other equity-style incentive compensation programs
  • Stock Redemptions
  • Shareholder Disputes
  • Acquisitions and Dispositions

Members of team: John Sullivan, Kara Sweeney

Public Finance: 

  • Official statements for public offerings of bonds issued by states, state authorities, regional and municipal districts and authorities and other governmental entities
  • Private placement memoranda for private placements of bonds issued by states, state authorities, regional and municipal districts and authorities and other governmental entities
  • Continuing disclosure agreements for SEC Rule 15c2-12 compliance
  • Blue sky memoranda for state blue sky law compliance
  • Counsel for issuers, underwriters and purchasers

Members of team: James C. Pitney, Jr. and Bonnie L. Martinolich

For Broker/Dealers and Investment/Hedge Funds:

  • Registration and exemptions
  • Registered representative compliance
  • Regulatory investigations
  • Administrative and judicial proceedings
  • Investor complaints
  • Employment termination and disputes
  • Arbitration and litigation

Members of team: Gregory Hansel, John Sullivan, Sigmund Schutz, and Kara Sweeney

For Investors:

  • Initial Investment – Advice, negotiations, and documentation on terms of investment
  • Liquidation –Advice on sale or other transfer

Members of team: John Sullivan and Kara Sweeney

  • Securities violations
  • Mismanagement of account
  • Arbitration and litigation

Members of team: Gregory Hansel, and Sigmund Schutz

Dispute Resolution: 

Our track record in resolution of securities disputes speaks for itself. We are a go-to firm in financial services disputes, securities litigation, and arbitration. Learn more here.

Firm Highlights

Press Coverage

Portland law firm Preti Flaherty unveils renovated HQ space

Preti Flaherty has remodeled its Portland headquarters, spanning three floors and 41,000 square feet at One City Center. The update features hybrid workstations, collaborative areas, and an internal staircase that integrates flexible conference and...

Publication

Compliance for Two—What Employers Need to Know about the Newly Effective Final Regulation for the Pregnant Workers Fairness Act

On June 18, 2024 the final rule from the U.S. Equal Employment Opportunity Commission (EEOC) implementing the Pregnant Workers Fairness Act (PWFA) takes effect, clarifying employers' obligations under this landmark legislation. Effective since June 27...

News

Preti Flaherty Welcomes Trusts and Estates Attorney Dianne Ricardo to the Firm

Preti Flaherty is pleased to announce that Dianne Ricardo has joined the firm’s Trusts & Estates Practice Group. Based out of the firm’s Concord, New Hampshire office, Dianne focuses her practice on comprehensive estate...

Press Coverage

Looking to 'new generation,' Preti Flaherty promotes 42-year-old litigator to managing partner

Effective July 15, Michael S. Smith has been named managing partner of the law firm Preti Flaherty. Michael succeeds David Van Slyke, who will resume his role as chair of the firm’s environmental practice...

Publication

Copyright Litigation: Substantial Similarity

In copyright litigation, courts assess substantial similarity to determine if alleged copying constitutes infringement. This evaluation involves comparing works across different categories using objective measures and subjective impressions to weigh similarities and dissimilarities. Even when...

News

Matthew C. Worthen Joins Preti Flaherty’s Real Estate and Finance Practice Group

Preti Flaherty is pleased to welcome Matthew C. Worthen as a Director in the firm’s Real Estate and Finance Group. Worthen previously served as a Shareholder and Chair of the Real Estate Group at...

News

10 Preti Attorneys, 6 Practice Groups Honored in National Rankings

Ten Preti Flaherty attorneys and six practice groups have been selected by Chambers USA for inclusion in their premiere annual list of America’s leading lawyers. Preti is recognized for excellence in the practice areas...

News

Preti Flaherty Names Michael S. Smith as Managing Partner

Preti Flaherty announced this week the election of Michael S. Smith as the firm’s new Managing Partner, effective July 15, 2024. He succeeds David Van Slyke, who is resuming his role as chair of...

Publication

Supreme Court Clarifies Constitutionality of Outdoor Camping Bans

Earlier today the United States Supreme Court issued its decision in the  City of Grants Pass, Oregon v. Johnson et al. , overturning a 2019 decision from the 9 th  Circuit Court, which held...

Publication

What Is the Affirmative Relief Announcement?

On June 18, 2024, President Biden announced  a series of immigration actions  using the authority granted to him by our existing immigration laws. These actions will help certain undocumented individuals in the United States...