Securities & capital markets
Raising money is a business decision. Documenting it is a securities matter. The gap between those two sentences is where most problems begin.
What this covers.
Evans Law advises companies, issuers, underwriters and private equity funds on state and federal securities matters — transactions ranging from private placements to financing agreements and joint ventures.
In practice, that means three connected jobs. First, choosing a structure and an exemption that actually fits what you are doing, rather than the one that was used last time. Second, writing offering documents that describe the investment honestly, including the parts nobody enjoys writing. Third, building a record that shows the process was followed — because the question is rarely “was the deal good?” It is almost always “what were investors told, and when?”
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We get your deal done, guaranteed!
No lawyer can guarantee that a transaction will close, that a regulator will agree, or that an investor will never complain. What counsel can do is make sure the structure is defensible, the disclosure is complete, and the file supports both.
Services
- Private placements — structure, exemption analysis and offering documentation.
- State and national securities offerings, including blue sky considerations.
- Venture capital financings and related agreements.
- Due diligence assistance, for issuers preparing to be examined and for firms doing the examining.
- Subscription agreements, purchaser questionnaires, term sheets and letters of intent.
- Managing and soliciting broker-dealer agreements and investment banking agreements.
Who calls
Operating companies raising a round. Sponsors launching a program. Funds admitting investors. Underwriters and placement agents who need issuer-side documents to hold together. Boards that have realized the last raise was papered informally and want the next one done properly.
A note on the boring part
The most common avoidable problem in a securities offering is not fraud. It is drift — the deal changes after the documents are written and nobody updates the documents. If one thing on this page is worth remembering, it is that the offering memorandum has to describe the deal you are actually doing on the day the money arrives.
Related practice areas
Raising money?
Start earlier than you think.
The cheapest version of this conversation happens before the documents are drafted. The most expensive version happens after the money has moved.
Start the conversationFootnotes
- This page describes services generally. It is not legal advice about your offering, and no attorney-client relationship arises from reading it.
- Exemptions, blue sky obligations and disclosure requirements turn on specific facts. Nothing here should be read as confirming that any particular exemption is available to you.
- The struck-through headline was never used, never approved, and would have been improper. It is included as an illustration of the kind of thing this website will not say.