Corporate Law and Financial Transactions

Warren Law Group represents financial and securities industry professionals, entrepreneurs, investors, and not-for-profit organizations in everything from formation and deal-making to protecting your rights in litigation and arbitrations.

Initial Public Offerings (IPO)

The attorneys at Warren Law Group have facilitated dozens of public offerings including initial public offerings (IPOs). Public offerings provide an opportunity to raise capital to support a company in the process of going public. One of the advantages of being a public company is that shares can be used as a form of currency. For example, the company is able acquire other companies or expand its operations.

It is important to organize a strong team to complete any public offering. Typically, your securities lawyer will oversee a team that includes your certified public accountant and an investment banking firm that will act as the company’s underwriter to sell the shares to the investing public at the best price.

The basic registration form to be filed with the SEC to accomplish a public offering is the S-1 form, and you must seek legal counsel experienced in filing these documents.

Steps to developing an IPO:

  1. Perform due diligence on the company, including its management, operating history, financial condition, business operations, pending litigation, intellectual property, and, importantly, the risk factors of investing in the securities.
  2. In addition to registering your shares with the SEC, the company must also comply with the securities laws in all 50 states where the shares may be offered or sold.
  3. The company will then typically enter into an underwriting agreement with an investment banking firm.
  4. The underwriter will have to ensure that the sales methods of the syndicate comply with all SEC regulations and the regulations of FINRA.
  5. Upon filing the preliminary registration statement with the SEC, the company will be assigned to a team of SEC lawyers for review which will then result in an SEC Comment Letter.
  6. The SEC staff will review the registration statement and prospectus and the company’s securities lawyers will begin processing the exchange listing application with whatever exchange the company qualifies for listing its shares.

Each transaction is unique, and these steps will provide you with the framework of what is in store for your company if you decide to go public. We at Warren Law Group have the experience and expertise to get your offering done effectively and efficiently. We look forward to speaking with you to see how we can assist you during this process.

Corporate Counsel

In today’s multifaceted business environment, corporations of all sizes can benefit from having retained corporate counsel. Outside corporate counsel, like a General Counsel, advise business owners on daily matters, help to strategize as the venture expands, ensure that the business stays compliant with federal and state law in its activities, jump in to handle crises, and keep your business on the right track.

Businesses can avoid excess litigation if they retain competent corporate counsel to mitigate risk. Having corporate counsel advise you in a transaction decreases the likelihood of needing to litigate that contract. It also puts you in a strong position if a dispute does go to court. Corporate clients call upon experienced corporate attorneys to answer legal questions surrounding businesses in a wide range of areas should unforeseen legal circumstances arise.

While large enterprises often have in-house legal teams, other businesses also need legal expertise but often don’t have the budget or workflow to justify that expense. Warren Law Group is here to help. Our experienced attorneys work with businesses of vastly different shapes and sizes in a multitude of industries, including but not limited to, service, software, technology, renewable energy, minerals, and social media on matters ranging from corporate governance, acquisitions, IP management, employment, mergers and acquisitions, insurance, domestic and international transactions, and so much more.

Start-up Counsel

Ventures in the “start-up” phase, especially those bringing disruptive innovations to the marketplace, often have unique needs without substantial capital to burn. They face enormous legal challenges and require strategic legal advice to build a solid foundation and set themselves up for success. Some of these initial challenges include corporate structuring, mitigating risk, intellectual property licensing and sales, raising capital, investor relations, and more. Each start-up has its own unique business-DNA and is best served by attorneys who understand its specific needs.

Attorneys at Warren Law Group are experienced in representing start-ups in the United States and abroad. In addition to shepherding start-ups through the hazards of starting a business, we focus on helping our clients grow by establishing guardrails that give them the freedom to take calculated risks and scale sustainably. We also help our clients raise capital by connecting them with investors, angel investor groups, private equity groups, equity crowdfunding platforms, licensed securities brokers, and others. We leverage our expertise to strategize for your company’s growth.

Hedge Funds, Private Equity, and Venture Capital Firms

Hedge funds, private equity funds, and venture capital firms all share a common theme of fiduciary duty. The operators, sponsors, and manager of these funds must make the effort to avoid intentional or negligent fraud or financial misconduct. They must put the interests of the fund and its investors above their own personal interests. Professional advice must be obtained, and precautions must be taken to ensure that these fiduciary duties are followed. If a hedge fund manager, private equity manager, or venture capital firm fails to uphold its fiduciary duties, regulators or investors could file legal actions against the financial entity for losses and damages. Prosecutors could even file criminal charges.

At Warren Law Group, our legal team combines their expertise in securities regulation and corporate law to help clients properly navigate through investments, acquisitions, and contracts with their investors and successfully manage their portfolio companies or other fund assets.

When millions or tens of millions of dollars are on the line, compliance and regulatory procedures are closely watched and strictly enforced. You can’t afford to play fast and loose with the rules when you have your investors’ trust and funds at stake. A knowledgeable financial services lawyer can help ensure that you comply with applicable laws and regulations.

Mergers and Acquisitions

One way to grow your business is by merging with or acquiring another enterprise. At Warren Law Group, we represent both buyers and sellers in these oftentimes complex transactions.

When you work with our seasoned legal team, we prepare you for the merger and acquisition process, ensure that the capital involved in the transaction is legitimate, carry out due diligence, obtain any necessary approvals, and ultimately seek to bring the transaction to a smooth and successful closing.

Non-Profit Organizations

Non-profit organizations have unique needs as well as unique regulatory challenges compared to for-profit ventures. At Warren Law Group, our attorneys have the experience to help you navigate these challenges and ensure compliance with federal, state, and local laws.

What sets us apart at Warren Law Group is the width and breadth of our experience. We give our clients a financial toolkit that empowers them to obtain more funding while mitigating risk so that they can fulfill their mission statement to the best of their capability.

Real Estate Securities Investments

The two most common real estate investment structures are Limited Partnerships (LP) and Real Estate Investment Trusts (REITs). In both structures, the fund or company manages the properties in the portfolio and provides investors with a return based on the portfolio’s income.

In a Limited Partnership, investors are usually restricted from transferring their interests, which can make exiting the partnership difficult. REITs, on the other hand, are both publicly and privately traded and designed for investors to buy and sell their interests. In either case, the properties being managed are assets that secure the investors’ capital.

Real estate securities are significantly different from investing in most startups or service companies, where investors’ funds are typically used to cover the operating expenses of the business without a tangible asset to secure the investors’ capital.

Many of these services overlap one another and it is therefore important to partner with a team that has experience and knowledge across the board.

Our Experienced Corporate Law and Financial Transactions Team is Ready to Assist You

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