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Capital Markets

Shearman & Sterling's attorneys have been representing clients in some of the most sophisticated and innovative capital-raising transactions for over 100 years.  They have navigated the complex regulatory regime that governs our clients' businesses since those regulations went into effect in the first half of the last century.  Our practice has grown as our clients' businesses have grown and the capital markets have developed and diversified.  In many instances we helped to shape the legal practices that implemented and expanded those developments, notably the growth of the high-yield market, the globalization of capital markets, and the increase in worldwide privatizations.
 
We combine our deep knowledge and experience in capital markets transactions with a broad global presence and full-service capabilities under US, UK, German, and French law.  In the United States, our offices in New York City and California represent both issuers and investment banks in the full range of securities offerings, while our office in Washington, DC connects us to evolving government regulation affecting those activities.  We also advise many major Canadian companies and banks in their US securities offerings and securities exchange listings.

Our lawyers have been active in Latin America for decades, notably on debt issues and on early registration of Brazilian equities with the US Securities and Exchange Commission.  In particular, we are noted for our work on the first registered IPO of a Brazilian company with the US Securities and Exchange Commission.  We also represented our European clients in a full panoply of capital markets transactions, including the privatization of major state-owned industries.  Additionally, our Asian practice is responsible for a number of record-breaking offerings, including some of the largest deals in the region's history. 

Our Capital Markets lawyers advise clients on all types of securities transactions, regulatory compliance, and corporate governance issues, including:

Public and Private Securities Offerings

  • Initial public offerings
  • Public and private equity and investment-grade and high-yield debt offerings
  • Public and private offerings of non-US companies, including privatizations of government-controlled companies
  • Securities exchange listings
  • Liability management transactions
  • Exchange offers
  • Cash and debt tender offers
  • Consent solicitations

Structured Products and Hybrid Securities

  • Putable/callable bonds
  • Convertible debt
  • Trust preferred securities
  • Mandatorily exchangeable securities

Securities Law and Corporate Governance

  • Periodic disclosure for domestic and non-US companies of all sizes
  • Corporate governance advice to boards of directors and their committees
  • Compliance by non-US multinationals subject to US regulatory standards
  • Advice to trustees and corporate trust intermediaries