Corporate Finance and Securities
The corporate finance attorneys at Stahl Cowen work with a broad spectrum of businesses – from emerging businesses to public companies – to identify, structure, and meet their capital needs.

We help them:

  • Obtain seed capital to finance an emerging business
  • Finance growth and acquisitions, through private placements, venture capital debt, and equity offerings, as well as conventional and mezzanine financing
  • Structure, negotiate, document, and consummate investments, including various equity investor rights and subordination and intercreditor arrangements
  • Design management equity incentive plans, such as stock appreciation rights, phantom stock plans, and stock bonus and stock option plans
  • Execute exit strategies that meet their strategic and financial objectives: initial public offering, recapitalization and refinancing, sale of the company to public and private buyers, and more.Comply with a wide variety of securities law reporting, disclosure, and insider trading requirements and directors' fiduciary duty responsibilities

In addition, we advise both financial institutions and borrowers on financing transactions relating to the acquisition and refinancing of business operations and real and personal property, and have assisted venture capitalists to form investment funds.

Capital Formation

Our attorneys regularly help startups, growth companies, privately held businesses, and public companies raise the capital they need to fund activities – acquisitions, market and geographic expansion, strategic growth, and day-to-day operations, for example – through private placements, public offerings, securitized debt financing, mezzanine financing, and other vehicles. We recently handled a Regulation A offering for $50 million on behalf of one of the country's largest organic farming operations, providing capital for its continued rapid growth.

In addition, we work with investors to structure and manage a variety of funds, like hedge funds, venture capital funds, and real estate funds, as well as other investments, and to ensure compliance with federal and state rules and regulations.

Regulatory Compliance

Our lawyers help clients meet evolving requirements – like new SEC rules – that regulate their access to and use of outside capital. We develop compliance plans and corporate governance guidelines, charters for director sub-committees (including audit, compensation, compliance, and ethics committees), and practices and procedures to meet disclosure obligations and requirements for related party transactions, indemnification, and compensation.

In addition, because a number of our partners serve as general counsel and advisory board members for publicly and privately held corporations, we are able to provide first-hand insight to our clients on the obligations of boards and directors, and the general management of business organizations.