DLA Piper’s Securities and Corporate Finance practice consists of individuals with a diverse mix of skills and experience. We skillfully handle a wide range of sophisticated and multi-faceted transactions in a complex and evolving legal environment.

We have extensive experience in all aspects of securities law and corporate finance including public offerings, private placements, venture capital financing, takeover bids, issuer bids, mergers and acquisitions and the day-to-day servicing of public companies.

Our experience includes:

Offerings

  • Engaging in prospectus offerings for national and local issuers, initial public offerings, capital pool company offerings, income fund and trust offerings, bought deals and special warrant financings
  • Undertaking short form prospectus system offerings, MJDS offerings, shelf offerings and rights offerings
  • Facilitating the establishment of national mid-term note programs, Canadian, US, UK and other stock exchange listings and US offerings

Financings

  • Facilitating institutional and private venture capital financing, debt and equity financing and structuring sound investment and exit strategies; we act for most major institutional venture capital firms, as well as numerous private venture capital firms and merchant banks
  • Advising on numerous specialized transactions, including capital pool company IPO's and qualifying transactions, a variety of tax advantaged structures, joint venture exploration and development, flow-through share financing and other mining transactions
  • Conducting institutional exempt offerings, "seed capital" financings, offering memoranda, cross-border and offshore financings, including Regulation S Rule 144A placements and 10B financings

Mergers and Acquisitions

  • Preparing and handling takeover and reverse takeover bids, issuer bids, proxy contests and the information circulars issued in connection with those transactions.
  • Advising on amalgamations, plans of arrangement, divestitures and a variety of other corporate reorganizations and restructuring transactions.

Corporate Governance

  • Offering corporate governance advice to directors and officers of public companies, including director, officer and audit committee duties and liabilities
  • Advising on continuous disclosure obligations such as the preparation of MD&A, executive compensation disclosure and SHAIF, SEDAR / EDGAR filings, annual and special meetings, proxy information circulars, related party transactions, proxy fights and the drafting of shareholder rights plans
  • Establishing reinvestment plans for stock options, SAR plans, employee benefits and dividend reinvestment plans and other employee purchase and option plans

Securities Industry

  • Advising securities dealers on the underwriting of a variety of offerings, registration of Canadian and foreign dealers, portfolio managers and advisors, representation at broker-dealer disciplinary hearings and with OSC Rule 61-501 compliance (Insider Bids, Issuer Bids, Going Private Transactions and Related Party Transactions)
  • Representing local and national issuers, securities dealers, investors and venture capitalists as well as foreign issuers and investors in the Canadian and US financial markets. Our lawyers are qualified to practice in British Columbia, Alberta, Saskatchewan, Québec and Ontario

Taxation

  • Advising on tax planning, drawing upon the experience of our Taxation group