Securities

We provide clients with sophisticated, hands-on counsel to navigate the complex and constantly changing rules for accessing public capital markets and acquiring businesses for public companies.

Our approach

Raising capital is complicated.

Every geography and financial instrument follows its own regulatory requirements. Using our connections with the SEC, stock exchanges and businesses, we help clients with all aspects of securities law and corporate finance—in diverse industries and markets, both U.S. and international.

Our attorneys have the connections and know-how to help with all our clients’ needs: launching public offerings and private placements; equity, debt or convertible securities financing; going-private transactions; and advice on corporate governance issues, securities compliance or disclosure matters.

As leaders in providing proactive securities insights and counsel, we take a unique, team-oriented approach to serving client issuers, investors, underwriters and investment banks. Based in D.C. and NYC, the team is very closely connected to the activities of the regulatory authorities and exchanges. Our clients know what to expect and how to react.

We are lead counsel on public offerings (including offerings under Rule 144A and Regulation S) and work on hundreds of private placements raising billions of dollars.

Movers & Shakers

The Deal | December 13, 2018

Nixon Peabody’s strategic addition of San Francisco Corporate partner Lior Zorea is covered in this roundup of executive news in the M&A, private equity and venture capital spaces.

Nixon Peabody snags corporate pro for San Francisco office

Law360 | December 12, 2018

San Francisco Corporate partner Lior Zorea’s arrival at Nixon Peabody is featured in this article, which highlights Lior’s experience in emerging growth companies, venture capital and M&A in the tech industry.

Nixon Peabody beefs up corporate practice with new hire

PE Hub | December 11, 2018

The arrival of San Francisco Corporate partner Lior Zorea is covered in this article by PE Hub, a top publication covering venture capital and private equity fundraising. Lior is quoted in the piece, along with San Francisco Office Managing Partner Tom Gaynor and Corporate practice group leader David Martland of Boston.

Going public without an IPO

The Review of Securities & Commodities Regulation | September 19, 2018

Washington DC Corporate partner John Partigan wrote this article analyzing Spotify’s decision to go public without conducting an underwritten IPO, making the music streaming service the largest company to do so through a direct listing.

Plaintiffs firms in State Street probe in talks to settle with special master

National Law Journal | August 22, 2018

Boston Government Investigations & White Collar Defense partner Brian Kelly is quoted in this story on his ongoing representation of Thornton Law Firm in a dispute over billing in a securities class action case.

SEC provides further guidance on when digital assets may be deemed securities

Rochester Business Journal | July 20, 2018

Rochester Corporate partner Jeremy Wolk contributed this article detailing the SEC’s “important but nonbinding guidance on when a digital asset may be deemed a security.” The article draws from an alert written by New York City Corporate partner Dan McAvoy and Rochester Corporate associate Brian Becker.

The International Comparative Legal Guide to Lending & Secured Finance

Loan Syndication and Trading Association | April 20, 2018

New York City global finance partner Alexandra Margolis and public company transactions partner Dick Langan, and Boston global finance associate Mary Beth Ciullo co-wrote a chapter in the 2018 edition of The International Comparative Legal Guide to Lending & Secured Finance, which offers insight into lending and secured finance in 54 countries.

Montana Highlights

Big Sky Business Journal | April 09, 2018

Nixon Peabody is mentioned in this roundup of major Montana business news for its representation of Eagle Bancorp Montana, Inc., in its acquisition of Ruby Valley Bank in Twin Bridges, Montana. Nixon Peabody’s deal team was led by Public Company Transactions partner Lloyd Spencer and senior counsel Ray Gustini and included Public Company Transactions partner Sean Clancy, Real Estate partner Colette Dafoe, Energy & Environmental Group partner Jean McCreary, and Labor & Employment partners Jeff Gilbreth, Yelena Gray and Tom McCord.

Tax Reform’s Impact On Private Equity

Law360 | April 03, 2018

Washington DC public company transactions partner Sean Clancy and associate Praveen Ayyagari, Rochester M&A and corporate transactions associate Brian Mahoney and Los Angeles M&A and corporate transactions partner Shahzad Malik contributed this expert analysis column on tax reform’s impact on private equity.

Tegna Goes Shopping for Big Four Affiliates

The Deal | March 02, 2018

Public Company Transactions practice group leader John Partigan and attorneys Brian Kopp, Mike Hausknecht, Allan Floro, Justin Thompson, Sean Clancy, Pierce Han, Erin Kansy and Carolyn Lowry were mentioned in this article for representing Tegna in its recent purchase of a CBS-affiliated TV station and two radio stations in San Diego.

Don't Miss It: Hot Deals & Firms We Followed This Week

Law360 | February 16, 2018

Washington DC public company transactions partner and practice group leader John Partigan led a team from Nixon Peabody that advised client Tegna Inc. on its acquisition of two television stations and two radio stations in the San Diego media market.

5 Ways Tax Reform Will Impact M&A

Mergers & Acquisitions | February 08, 2018

New York City public company transactions partner Dick Langan is quoted in this article on how new federal tax legislation will impact investments in infrastructure, manufacturing and family funds.

New York Stock Exchange's 'Spotify Rule' May Not Spell End of Traditional IPOs

S&P Global Market Intelligence | January 31, 2018

Washington DC public company transactions practice leader John Partigan is quoted in this article explaining Spotify’s rumored interest in “direct listing,” a seldom used method of making company stock available without the backing of Wall Street underwriters.

Initial Coin Offerings Getting Increased Scrutiny by SEC

Rochester Business Journal | January 12, 2018

Rochester private equity and investment funds partner Jeremy Wolk and Rochester public company transactions associate Brian Becker wrote this column examining SEC issues surrounding ICOs (initial coin offerings).

What the tax bill means for the middle market

Mergers & Acquisitions | December 22, 2017

In this Q&A, New York City public company transactions partner Dick Langan discusses the new U.S. tax reform and which industries will benefit the most from the changes.

International due diligence in cross-border franchise transactions

Franchise Law Journal | September 01, 2017

Washington DC M&A and corporate transactions partner Kendal Tyre, public company transactions associate Pierce Han and IP litigation associate Nia Newton authored this article about the due-diligence first steps that franchising systems should take when expanding internationally.

If John Hancock becomes independent, it'll need its next David D’Alessandro

Boston Business Journal | July 17, 2017

In this article about a potential report about John Hancock being spun off from Manulife, Boston public company transactions partner Kelly Babson is quoted discussing what Manulife will need to have a successful IPO if it goes that route vs. a spinoff.

Law360 names attys who moved up the firm ranks in Q1

Law360 | April 28, 2017

This article mentions recent leadership promotions at the firm including David Brown, Jared Lusk, Jim Vallee, Graham Beck, Kathleen Ceglarski Burns, Emily Crandall Harlan, Daniel Gibbons, Linda Huber, Ilana Kameros, Haydon Keitner, Darren Miller, Neal Pandozzi, Edward Puerta, Stephen Reil, and Elizabeth Young.

RI Commerce agrees to $50K penalty to SEC for role in 38 Studios deal

Providence Journal | March 29, 2017

Boston government investigations and white collar defense partner Brian Kelly is quoted in this article about an SEC matter regarding a 2010 bond-offering.

Evaluating SEC Plan For New Municipal Issuer Disclosures

Law360 | March 13, 2017

Public finance partners Julie Seymour (Chicago), Liz Columbo (New York) and Dan Deaton (Los Angeles) published a contributed article on the SEC’s proposed amendment to Exchange Act Rule 15c2-12 and what it could mean for market participants.

Volhard returns to Debevoise

Private Equity Manager | March 05, 2017

This roundup of recent executive moves features the appointment of Chicago public company transactions partner David Brown to managing partner of the Chicago office.

Finra targets firms hiring brokers with checkered pasts

InvestmentNews | January 06, 2017

New York City public company transactions partner Dick Langan is quoted in this article about the Financial Industry Regulatory Authority’s plans to establish an exam unit in 2017 to handle how brokerage firms hire and supervise representatives who may have a history of misconduct.

MA survey reflects optimism

The Daily Record (NY) | December 22, 2016

This article highlights Nixon Peabody’s annual MAC survey, citing the survey’s findings throughout. New York City public company transactions partner Dick Langan is quoted discussing the 2016 deal landscape and the history of this survey.

Persistent Energy Ghana raises $1.5 million to support distribution of solar home systems in Ghana

Tech Moran | November 01, 2016

This story is about Persistent Energy Ghana’s $1.5M debt round financing that will be used as capital to buy solar home systems for low-income households in Ghana. New York City public company transactions partners Dan McAvoy and Richa Naujoks, and Boston global finance partner Frank Hamblett are working on this matter.

Nextperts: Why new crowdfunding rules matter

Democrat & Chronicle | July 25, 2016

Rochester public company transactions partner Deborah McLean and associate Brian Becker co-authored this column about the new Regulation Crowdfunding rules.

People on the Move

Washington Business Journal | July 19, 2016

This column notes that Washington, DC, public company transactions associate Pierce Han has been elected vice president of membership of the Asian Pacific American Bar Association of Greater Washington.

Career Tracker

Reuters Legal | June 08, 2016

The arrival of Rochester securities counsel Christine Westbrook is highlighted in this column.

Is the SEC Making Cannava a Scapegoat In 38 Studios Case?

The Bond Buyer | May 11, 2016

Boston Government Investigations & White Collar Defense partner Brian Kelly is quoted in this article discussing the memorandum of law in support of Peter Cannava’s motion to dismiss the SEC’s complaint against him.

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