This practice works alongside our tax, mergers and acquisitions, intellectual property, litigation, labor and employee benefits practice groups advising our clients in the complex legal matters that could impact securities and capital market transactions, including federal and Puerto Rico securities laws and regulations and compliance with registration and reporting requirements.
We are frequently called on to evaluate investment memoranda and documentation provided to our clients for investments in private companies and pooled investment vehicles offering a variety of securities instruments. We also provide legal assistance in the preparation of offering materials and compliance matters.
We Handle
- Buyouts
- Angel capital funds
- Venture capital
- Distressed assets
- Real estate funds
- Pooled investment funds
- Regulatory, tax and structure matters
- Compliance with federal and blue sky securities laws
- Fund structure matters
- Post money governance
- Exit from target companies
We Represent
- Fund sponsors and advisors
- Institutional and individual investors
- Government entities
- Underwriters
- Brokers/dealers
- Insurance companies
- Banks and other financial institutions
- Startups
- Established enterprises
Representative Matters and Transactions
- Counsel to local private equity fund with over $25 million in AUM with matters pertaining to Dodd-Frank Act and Exempt Reporting Advisers.
- Represented a national banking association and a private equity fund in a multi-state sale and leaseback and debt restructuring transaction involving a publicly traded retail holding company.
- Represented multiple startup companies in their capital raising efforts, from seed rounds to institutional financing rounds.
- Counsel to various local private equity funds in due diligence and M&A matters involving an extensive array of target companies.
- Acted as lead counsel for a social media and commerce platform within the health and fitness industry in the private placement of the company’s preferred stock to investors in several U.S. states and Puerto Rico. Provided corporate structure and documentation for the offering and ensured securities compliance in all applicable jurisdictions.
- Acted as co-counsel to a client in the repurchase of its existing preferred stock and the later sale of a preferred equity interest to a New York-based private equity fund. Mainly advised client with regards to transaction structuring, tax structure, labor issues and securities compliance.
- Counsel to local financial institution in the evaluation of CRA complaint pooled investment funds.
- Underwriter counsel in the issuance of $669 million revenue bonds by the Puerto Rico Infrastructure Financing Authority.
- Counsel to investment advisor in registering as such pursuant to local law.
- Advised client in connection with the rights of holders of bonds and notes issued by Puerto Rico, its public corporations and instrumentalities.
