Steptoe is experienced in securities law matters and has represented clients in public and private offerings of equity, debt, and derivative securities aggregating billions of dollars. In addition to counseling clients on compliance with all the federal securities laws, we also coordinate with Steptoe’s other market-leading practice areas to represent clients in securities enforcement proceedings, as well as litigation involving issues under federal and state securities laws.
Steptoe advises clients on matters relating to the offer and sale of securities in the United States and Europe, as well as prepare and review the transaction documents in connection with such offerings. We help our clients navigate applicable securities laws and regulations, but also support the critical integration with tax, executive compensation, corporate governance, and business matters that arise.
For public companies, we help with ongoing SEC reporting obligations and corporate governance matters and keep up with the latest developments to ensure compliance with US and international securities laws.
Representative Matters
- Representation of venture capital firm-backed SPAC in $240 million initial public offering and listing on NYSE.
- Counseled various trusts (established to hold US government guaranteed notes) in a series of five public offerings (aggregating approximately $1.7 billion) of certificates of beneficial interests.
- Represented a major US transportation company in a $200 million debt offering (part of a $500 million "shelf" registration) made in the United States, Canada, the United Kingdom, and Europe.
- Represented a major US transportation company in a $270 million common stock offering made in the United States, Canada, the United Kingdom, and Europe.
- Represented a heating and air conditioning manufacturer in a $140 million public offering of senior secured notes.
- Represented a major US transportation company in issuance of new debt in a $130 million debt exchange offer made to US and European holders of six different series of outstanding debt of such company.
- Counseled the borrower, a partnership, in the issuance by the West Virginia Public Energy Authority of $130 million in tax-exempt and taxable bonds.
- Served as underwriters' counsel in the sale by a state agency of $124 million of highway transportation bonds.
- Represented a government agency in the context of the reorganization of a major US company as issuer of contingent value rights with a maximum value of $96 million.
- Represented the European Bank for Reconstruction & Development in connection with its financing of an enhanced digital telecommunications system for the City of Moscow, a transaction reported to be the first limited recourse project financing under the then newly enacted Russian Law on Mortgages and the second project financing in the territory of the former Soviet Union and the first such project financing since the split of the Union into its constituent parts.
- Advised a client in the preparation of a proxy statement in connection with a special meeting of its shareholders to vote on a swap of one of its divisions in exchange for a company engaged in the health information business.
News & Publications
Publications
International Arbitration Laws and Regulations 2025 – USA
Global Legal Insights
April 7, 2025
Publications
Fraud, Asset Tracing and Recovery Laws in USA
Commercial Dispute Resolution
April 2, 2025
Client Alerts
European Commission Publishes Savings and Investments Union Strategy
March 24, 2025
By: Guy Soussan, Algirdas Semeta, Maria Salome Bustos Mesa
Blockchain Blog
SEC Division of Corporation Finance Statement on Certain Proof-of Work Mining Activities
March 21, 2025
Press Releases
Steptoe Represents Sisecam in Acquisition of All Remaining Shares from the Ciner Group
January 3, 2025
Press Releases
Steptoe Secures Arbitration Exception on Behalf of Client the von Pezold Family
November 19, 2024
Client Alerts
March 8, 2024
Client Alerts
AML Program Requirements for Investment Advisers: FinCEN’s Proposed Rulemaking
February 16, 2024
By: Andrew C. Adams, Coy Garrison, Jack R. Hayes, David M. Stetson, Evan T. Abrams, Sophia Breggia, Vito Arethusa
Events
Webinars
Securities Litigation: Spotting Trends, Reducing Risk and Building a Defense
February 24, 2021
Speakers: Nathaniel Kritzer, Nikki Stitt Sokol (Associate General Counsel, Facebook)
Resources
Financial Services Group Advisory
Climate Change Focus of Tomorrow's FSOC Meeting; Top Biden Administration Policy
March 30, 2021
Financial Services Group Advisory
Previewing Gary Gensler's SEC Confirmation Hearing
March 1, 2021
By: Alan Cohn, Christopher R. Conte, Scott D. Fisher, Micah S. Green, Scott A. Sinder
Financial Services Group Advisory
SEC, IOSCO, FSB Announce Plans to Tackle Climate-Related Disclosures in Public Filings
February 25, 2021
By: Scott D. Fisher
Client Alerts
HKSE Listing Applicants: What You Should Know about Sanctions and Export Controls Due Diligence
October 21, 2020
By: Wendy Wysong, Ali Burney