Public Company Advisory

Maynard Nexsen’s Public Company Advisory Practice Group counsels public companies, as well as companies aiming to become public, on the full range of matters shaping their operation in the public markets. We represent companies that are traded on the major U.S. securities exchanges, and our clients span numerous industry sectors.

Our skilled team of professionals provides legal advice on compliance with evolving securities laws and corporate governance practices, and regularly assists clients in debt and equity capital markets transactions. The depth and breadth of experience we bring to the services we provide our clients add value to our counsel and allow us to provide timely and insightful strategic advice to help our clients improve their business operations and meet their performance goals. We counsel public company clients on matters including:

• Reporting under and compliance with the Securities Exchange Act of 1934
• Proxy statements and proxy advisory firm issues
• Environmental, social and governance (ESG) and sustainability reporting and disclosures, as well as ESG program development and implementation
• Shareholder activism and takeover defenses
• Executive compensation and equity compensation plan adoption and administration
• Compliance with the Dodd-Frank Act, the JOBS Act, and the Sarbanes-Oxley Act, as well as applicable SEC rules and NYSE and Nasdaq listing standards
• Insider ownership issues, including insider trading compliance programs, Rule 144 compliance, and Section 13 and 16 reporting requirements

We also provide representation in connection with a wide variety of transactional matters, including initial public offerings, underwritten primary and secondary equity offerings, registered debt issuances and Rule 144A offerings, exchange offers, private placements, and going private transactions, as well as mergers and acquisitions. In recent years, our team has represented public companies in capital markets securities offerings involving the issuance of more than $6 billion in securities.

Our extensive portfolio of capital markets transactions includes:

• Representing Nasdaq-listed bank holding company in its merger with and into another Nasdaq-listed bank holding company, a transaction valued in excess of $800 million
• Multiple underwritten primary and secondary offerings, including IPOs, for NYSE and Nasdaq-listed companies
• Over $3.6 billion in Rule 144A offerings of senior notes and convertible notes for NYSE and Nasdaq-listed companies
• A/B exchange offer of $700 million aggregate principal amount of senior notes for a NYSE-listed healthcare company
• Underwritten public offerings of over $575 million aggregate principal amount of subordinated debentures for NYSE and Nasdaq-listed companies
• Regulation A+ offerings for multiple issuers
• Establishing 3(a)(3) and Section 4(a)(2) commercial paper programs for public and private issuers

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