Capital Markets

Capital markets are as stable — and as volatile — as the underlying economies upon which they are built. To take maximum advantage of financing opportunities, while minimizing a broad range of market, regulatory and economic risks, businesses need legal counsel with deep experience in the law, economics and government.

The lawyers of Troutman Sanders’ Capital Markets practice have significant experience representing foreign and domestic issuers, underwriters, selling and controlling shareholders, and other market participants in all manners of capital markets transactions. We routinely rank as one of the most active U.S. law firms in the volume of offerings completed. Over the past decade, our capital markets team has worked on hundreds of offerings raising billions of dollars. We are recognized by many leading industry publications, including Chambers USA, for our prowess as capital markets advisors.

We recognize that capital raises are a means to an end, not an end goal. We also understand that today’s complex and rapidly changing markets can be difficult to navigate and are not conducive to a one-size-fits-all approach. We work with clients to understand their goals and help guide them to the right structure to accomplish their objectives.

We have deep experience across a broad spectrum of equity and debt transactions:

  • Initial public offerings and first-time listings
  • Follow-on public and exempt offerings of common and preferred equity
  • Investment-grade debt offerings
  • High-yield debt offerings and acquisition financing
  • Offerings of convertible or exchangeable securities
  • PIPEs and registered direct offerings
  • Rule 144A and Regulation S offerings
  • Equity-linked and hybrid securities
  • Exchange offers, consent solicitations and debt restructurings

Our lawyers provide advice on all phases of capital markets transactions:

  • Corporate structuring and governance advice
  • Structuring, timing and tax planning advice in anticipation of transactions
  • Negotiation of underwriting or purchase agreements, trust indentures and other transaction documents
  • Preparation of registration statements and prospectus/offering circulars
  • Regulatory and corporate law advice

Our capital markets lawyers have carved a solid position on the cutting-edge of the industry, and routinely publish and speak on areas that affect the capital markets. We have extensive experience working with the Securities and Exchange Commission (SEC), as well as the New York Stock Exchange and NASDAQ. We combine our technical acumen with deep industry knowledge, particularly in the areas of energy, financial institutions, real estate, and technology and telecommunications. Our work is supported by the comprehensive, global resources of our national firm, whose lawyers practice in all key areas of law that affect our clients’ investment and operational activities and decisions. This potent combination of skills and assets puts us in a position to better tailor our advice to the specific needs of our clients and offer unique solutions when typical, off-the-shelf approaches would be impractical or impossible.

Representative Capital Markets Transactions

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