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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.

Media Clips

  • Moelis' IPO Prospects May be aided by Performance, Market Appetite
    SNL Financial | March 11, 2014
    New York City Public Company Transactions partner Dick Langan and counsel Ted Ghorra discuss the landscape in the investment banking landscape and how it has changed since 2007.
  • Startups Must Carefully Evaluate New Crowdfunding Options
    Rochester Business Journal | December 20, 2013
    In this monthly Rochester Business Journal law column, Rochester Global Business & Transactions partner Jeff LaBarge and Rochester law clerk Brian Mahoney focus on crowdfunding opportunities.
  • Tapping Into Malaysia's Aggressive Franchising Goals
    Law360 | November 26, 2013
    Washington, DC, Global Business & Transactions partner Kendal Tyre and Washington, DC, Public Company Transactions associate Pierce Han authored this column discussing increased franchise potential in Malaysia.
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  • Personal Notes on Lawyers
    New York Law Journal | September 6, 2013

    This news brief notes New York Public Company Transactions associate Richa Naujoks’ new role as co-chair of the American Bar Association Section of International Law India Committee.

  • Get a Lawyer Son, Get a Real Good (and Pro Bono) One
    Huffington Post | August 19, 2013

    The CEO of Impact Energies authored this column on the importance of legal support for emerging for-profit social enterprises. The column notes Impact Energies' experiences working with Nixon Peabody on a pro bono basis and specifically highlights working with New York City Securities counsel Dan McAvoy.

  • Agios shares up after initial public offering
    Boston Globe | July 24, 2013

    Boston Public Company Transactions partner Kelly Babson discusses how biotech shares are outpacing others in recent years and the increased attractiveness of earlier-stage IPO candidates as the more mature companies are trading at higher valuations.

  • Sponsors Plan to Take Advantage of Lifting of Ad Ban
    Buyouts | July 10, 2013

    New York City Public Company Transactions counsel Dan McAvoy discusses the industry’s reaction to the Securities and Exchange Commission’s vote to lift a decades-old ban against general solicitation and advertising in private market fundraising.

  • Gannett Agrees to Buy Belo for $1.5 Billion
    New York Times | June 13, 2013

    This coverage notes that Nixon Peabody counseled the Gannett Company in its $1.5 billion acquisition of Belo Corporation, a deal that almost doubles Gannett’s television operations.

  • Excellence in Law
    Daily Record | April 18, 2013

    Rochester public company transactions associate John Moragne is among the “Up & Coming Attorneys” recognized by the Daily Record as part of its annual “Excellence in Law” program.

  • Attorney Discusses Concerns about FDA MMA Draft Guidance
    FierceMobileHealthcare | February 4, 2013

    Silicon Valley partner Mavis Yee discusses the U.S. Food and Drug Administration's expected final guidance for mobile medical application developers. Click here to read the article.

  • Meet 39 Newly Minted Partners at Boston's Top Law Firms
    Boston Business Journal | January 11, 2013

    New Boston partners Kelly Babson (Public Company Transactions), Jeff Gilbreth (Labor & Employment), Danielle Pelot (Government Investigations & White Collar Defense) and Amy Pugliano O’Keefe (Global Business & Transactions) are featured in this coverage.

  • Environmental, Social, and Governance Diligence on Investments in China
    Practical China: Tax & Finance Strategies | April 1, 2012

    This article examines the definition, and often redefinition, of fiduciary duties, as well as the approach that prudent fund managers will increasingly be required to take in assessing their investments in China. The column is authored by partner and leader of the firm’s China and Asia Pacific practice David Cheng, New York City Securities associate Richa Naujoks, and Hong Kong Business department associate Elena Poleganova.

  • New York State’s New Rules for Out-of-State In-House Lawyers
    Corporate Counsel | August 5, 2011

    This article highlights New York’s new rules for out-of-state in-house lawyers. Rochester Securities partner Deborah McLean is quoted throughout the article discussing the state’s decision and how the new rules clarify the requirements for all in-house lawyers in the state.

Ideas

Changes to SEC Rule 701 under the Encouraging Employee Ownership Act: What you need to know
Government Relations Alert | June 16, 2014

Rakoff deals new blow to Madoff trustee
Private Fund Disputes Alert | May 1, 2014

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Delaware Court of Chancery holds clickwrap agreements enforceable
M & A Advisor Alert | April 22, 2014

D.C. Court of Appeals strikes down conflict minerals rule "DRC conflict free" disclosure requirement on First Amendment grounds, but leaves other reporting requirements intact
Securities and Economic Sanctions Alert | April 18, 2014

New York court rejects claims against fund manager of a Madoff feeder fund, highlighting exculpatory terms in private fund agreement
Private Fund Disputes Alert | April 11, 2014

Cybersecurity risks and data breaches taking front row at SEC in 2014
Privacy Alert | March 27, 2014

Supreme Court interprets Sarbanes-Oxley whistleblower protection to reach employees of public company's private contractors
Financial Services Alert | March 6, 2014

Supreme Court interprets SLUSA narrowly, allowing state law class actions to proceed against advisors ensnared in frauds
Class Actions Alert | February 28, 2014

12th Annual MAC Survey
November 12, 2013

SEC Releases Final Rules on Municipal Advisors
Public Finance Alert | October 8, 2013

Federal Regulatory Agencies Issue Financial Abuse of Elders Guidance
Regulated Financial Institutions Alert | October 7, 2013

SEC proposes rules for pay ratio disclosure
Securities Law Alert | September 27, 2013

SEC adopts rules lifting restrictions on general solicitation and general advertising in certain exempt securities offerings and proposes amendments to rules governing private placements
Securities Law Alert | July 24, 2013

Whose claim is it anyway—the investment fund's or the investor's?
Askenazy et al., v. KPMG LLP et al., No 12-P-863, Mass. App. Ct., May 23, 2013

Private Fund Disputes Alert | May 31, 2013

Second Circuit holds that the relevant period for determining a foreign debtor's COMI is the filing of the Chapter 15 petition
Bankruptcy Law Alert | May 15, 2013

Second Circuit holds that Madoff feeder fund's "center of main interests" is located in British Virgin Islands
Private Fund Disputes Alert | May 1, 2013

The JOBS Act one year later; Congress asks what's going on
Securities Law Alert | May 1, 2013

SEC provides guidance on the use of social media under Regulation FD
Securities Law Alert | April 8, 2013

Don't "put the cart before the horse": Supreme Court rejects Amgen's argument that securities fraud plaintiffs must prove materiality of alleged misrepresentations at the class certification stage
Class Action Alert | February 28, 2013

NYSE and NASDAQ amend compensation committee rules
Securities Law Alert | February 12, 2013

Did you know that the Iran Threat Reduction and Syria Human Rights Act imposes new disclosure requirements on public companies?
Securities Law Alert | February 7, 2013

Collateral manager vindicated as SEC drops claims alleging disclosure violations in $1.1 billion CDO Squared offering
Securities Law Alert | November 21, 2012

Nixon Peabody's 2012 MAC Survey
October 22, 2012

SEC proposes rules lifting restrictions on general solicitation and general advertising in certain securities offerings
Securities Law Alert | August 30, 2012

SEC releases guidance on the roles of research analysts and underwriters in emerging growth company IPOs
Securities Law Alert | August 28, 2012

SEC releases additional guidance on emerging growth companies under the JOBS Act
Securities Law Alert | May 8, 2012

SEC releases guidance on emerging growth companies
Securities Law Alert | April 17, 2012

SEC releases guidance on confidential submission process and changes to registration requirements under the JOBS Act
Securities Law Alert | April 12, 2012

The JOBS Act — a comprehensive easing of securities laws applicable to emerging growth companies and private offerings
Securities Law Alert | April 3, 2012

Stirring muddy waters: siting securities transactions by the point of irrevocable liability
Securities Litigation Alert | March 8, 2012

The Newest Deputies on Wall Street: Private Citizens—Private Actions No Longer Precluded under New York's Martin Act
Banking and Financial Services Litigation Alert | December 28, 2011

Canada's Supreme Court blocks proposed uniform national securities regulation
Securities Law Alert | December 23, 2011

SEC staff issues guidance regarding cybersecurity risks
Securities Law Alert | October 28, 2011

SEC reverses position regarding proof of ownership for shareholder proposals
Securities Law Alert | October 21, 2011

Webinar Recording: Trends in Material Adverse Change (MAC) Clauses
October 13, 2011

SEC decides not to appeal proxy access decision
Securities Law Alert | September 13, 2011

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