Securities
Securities regulation at the federal and state level is a major focus of Dykema’s Corporate Finance practice. Over the years, we have represented issuers, underwriters, selling agents and investors in significant securities issuance transactions of all types, including equity, debt, trust preferred, Rule 144A, venture capital and strategic investment transactions and taxable and tax-exempt bond offerings.
Our representation has included:
- Preparing a company to go public
- All phases of the SEC registration process in connection with initial public offerings, corporate combinations, exchange offers, secondary offerings and offerings by selling shareholders
- Organizing and advising mutual funds and closed-end funds
- Organizing and advising private investment funds
- State Blue Sky law compliance
Our experience also includes third party tender and partial self-tender offers, reorganizations, exchange offers, going private transactions, insurance company demutualizations, securitizations and other less common transactions. We have also represented activist shareholders seeking board representation and policy changes.
Dykema currently represents more than twenty publicly traded corporations in roles ranging from principal outside counsel to special counsel for securities and business-related projects. Our clients represent a broad spectrum of industries and are diverse in size, with securities traded on the New York and American stock exchanges, the Nasdaq stock market and “over the counter.”
We advise these clients regarding a wide variety of securities-related issues, including:
- Reporting obligations for insider transactions
- Insider trading restrictions
- SEC reporting requirements, including responding to SEC comment letters
- Corporate communications and Regulation FD
- Proxy disclosure requirements and preparation for shareholder meetings
- Stock exchange and Nasdaq requirements
- Corporate governance and Sarbanes-Oxley Act issues
- Stock-based employee benefit plans
- Consideration of and implementing stock-based anti-takeover defenses, such as shareholder rights plans
- Proxy contests and dealing with dissident or activist shareholders
In addition to standard securities law representation for these issuer clients, we have organized and advised broker-dealers and investment advisers on applicable federal and state regulations.
As a result of our significant health care practice, we have also represented numerous health care clients on securities-related matters. Our lawyers have served as issuer's counsel and underwriter's counsel on bond offerings for various health care institutions, including hospitals, assisted living facilities and for-profit health care development companies.
For more information about our Securities practice, please contact:
Tom Vaughn 313-568-6524 
Mark Metz 313-568-5434 
Aleksandra Miziolek 313-568-6762 
Richard McDonald 248-203-0859 
Gerald Lievois 248-203-0866