WSMT attorneys advise and represent clients in securities transactions, SEC filings, and other compliance matters. We assist our clients in connection with equity and debt offerings, act as counsel in private placements of securities, including those sold under Regulation D and Regulation S, and advise publicly traded companies on corporate governance, disclosure, reporting, and compliance obligations under both federal and state law.

Private Placements of Securities

Private placements are often the preferred method of raising funds for start-up businesses as well as an effective way for many publicly traded issuers that need to raise capital when the public markets are not available or too volatile. WSMT represents clients in private securities offerings, representing issuers, private placement agents, and institutional investors in connection with private placements of common stock, preferred stock, and many kinds of debt securities. Our attorneys also assist clients throughout the private financing process including the preparation of offering documents, the filing of Form D, and blue sky compliance with state laws.

Representation of Public Companies

We assist our public company clients regarding disclosure and regulatory obligations under the Securities Exchange Act of 1934, the rules of the national securities exchanges and associations, and the requirements of the Sarbanes-Oxley Act, as well as other corporate governance rules.

Our attorneys work with our public company clients in the following areas:

  • Reviewing and preparing Forms 10-K, 10-Q, and 8-K filings, proxy statements and information statements;
  • Advice concerning trading of securities by company insiders and affiliates, Rule 144 compliance, and insider trading guidelines and restrictions;
  • Compliance with Section 16 of the Securities Exchange Act of 1934; and
  • Counseling on compliance with the Sarbanes-Oxley Act and other regulatory rules.