Kiefner Law Offices, P.A. services a variety of clients in public offerings and private placements of securities, including:
- Placement agents
- Securities issuers, sellers and purchasers
- Investment bankers
- Institutional purchasers in public offerings and private placements
Our transactions span the spectrum from the most complex offerings by experienced issuers to initial public or private offerings by start-up companies.
These are some of the transactional services the firm provides:
- Private placement of securities. For non-registered securities, an attorney will prepare private placement memoranda, corporate documents (such as operating agreements and by-laws), and disclosure documentation. Kiefner Law Offices, P.A. advises clients as to Securities and Exchange Commission (SEC) Regulation D compliance. Regulation D provides exemptions from the registration requirements, which allows some companies to offer and sell their securities without having to register the securities with the SEC. A Regulation D offering can make access to the capital markets possible for small companies that may not be able to afford the costs associated with a normal SEC registration.
- Regulatory compliance. Kiefner Law Offices, P.A. advises clients on compliance with complex regulatory requirements, securities law issues for public filings, and restrictions on trading by corporate affiliates and insiders. Due to the broad legal definition of the term securities, Kiefner Law Offices, P.A. also advises clients who may not know the impact of federal and state securities law on their proposed capital raising activities. The firm helps clients obtain the necessary state blue-sky compliance and approval for secondary trading. Click here to learn more about Kiefner Law Offices, P.A.’s representation of clients in related proceedings before the New York Stock Exchange (NYSE), the American Stock Exchange (AMEX), the NASDAQ market, the Financial Industry Regulatory Authority (FINRA), and state securities agencies.
- Rule 144 compliance. SEC Rule 144 allows the public resale of restricted and controlled securities if certain conditions are met. Click here to learn more about these conditions. But, even when all the conditions are met, restricted securities cannot be sold until the restricted legend is removed by the transfer agent—who cannot do so without the consent of the issuer. Consent is evidenced by Rule 144 opinion letters, which Kiefner Law Offices, P.A. prepares on behalf of issuers.
Kiefner Law Offices, P.A. has comprehensive experience dealing with the Securities and Exchange Commission, the Commodity Futures Trading Commission, stock exchanges, and state regulators. Members of the firm’s team have previously held key positions with those agencies.
Click here to arrange an initial consultation with the Kiefner Law Offices, P.A. team or call the firm at 727-894-8000, or toll free at 888-460-9883.