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Rimon’s Securities and Capital Markets attorneys have decades of experience representing sponsors, issuers, investment banks, underwriters, and shareholders operating across a wide variety of industries in connection with major securities offerings as well as regulatory and compliance issues.  As a truly global firm, we have attorneys located in all the key international financial centers and have extensive experience representing our clients in cross-border capacities.

Transactions

Our attorneys have represented companies in hundreds of debt and equity security offerings, positioning us to offer strategic, practical, and informed advice regarding deal structure and other considerations.

Our team has experience with the following equity and debt transactions:

  • Initial public offerings
  • Secondary public offerings
  • Angel financing
  • Venture financing private placements
  • Rule 144A, Regulation S and other private placements
  • U.S. private placements of debts
  • NASDAQ Listings
  • High-yield bond offerings
  • Broker-dealer regulation
  • Securities Exchange Act filings
  • Sales of restricted stock
  • Privately and publicly offered investment funds
  • Divestitures involving public companies
  • Debt issuance and programs

Selected Experience

  • Representation of National Australia Bank on its $3.0 billion private placement
  • Representation of Sydney Airport on its $2.0 billion PAITREO
  • Representation of Qantas on its $1.36 billion private placement
  • Representation of Dalyrymple Bay Infrastructure (and selling shareholders) on its $1.28 billion IPO
  • Representation of Ramsay Health Care on its $1.2 billion private placement
  • Representation of Newcrest on its $1.2 billion private placement
  • Representation of Tauriga Sciences Inc. In its debt offering, convertible into up to 5 million shares of common stock

Regulatory and Compliance

Our team, which includes a former member of the Division of Corporation Finance of the Securities & Exchange Commission, regularly advises major investment funds, companies, banks, directors, officers, and investors on a wide variety of securities and other compliance issues, including under the Securities Exchange Act of 1934 as well as stock exchange and local market rules.  In addition to our regulatory work related to transactions, we advise our clients in connection with ongoing compliance issues as well as in the creation and implementation of compliance policies and training. Some of the issues on which we advise include:

  • 1934 Act reports (Forms 10-K, 10-Q, 8-K)
  • Proxy statements and shareholder meetings
  • Regulation FD, earnings calls/releases, and investor presentations
  • Section 16 compliance (including review/preparation of Forms 3, 4 and 5)
  • Financial reporting and related accounting and auditing matters, including Regulation G compliance
  • Shareholder proposals
  • No-action letters
  • Insider trading policies
  • Share repurchase programs (including Rule 10b5-1 trading plans)
  • Nasdaq and NYSE compliance (including board committee charters and corporate governance guidelines)

Selected Experience

  • Issuance of Rule 144 opinion in connection with sale of shares resulting from conversion of note issued by Todos Medical Ltd
  • Advising foreign commodities ETF structure on U.S. securities law compliance
  • Representation of Pennsylvania Real Estate Investment Trust (PREIT) (NYSE: PEI) in connection with securities and project financing for $1.5 billion project
  • Providing numerous Rule 144 opinions to an investment management firm focused on investments in Chinese technology companies
  • Representation of Tauriga Sciences Inc. in connection with ongoing securities advice

Rimon Attorneys With Expertise in Securities and Capital Markets Include:

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