At-the-Market Offerings: Legal Considerations for Issuers and Investors
Evaluating and Using ATMs to Raise Public Equity
Recording of a 60-minute CLE webinar/teleconference with Q&A
Conducted on Wednesday, May 12, 2010
Recorded event now available
This CLE webinar will provide guidance to counsel advising issuers and institutional investors on the emerging use of at-the-market offerings as a financing alternative. The panel will offer strategies for leveraging the new financing opportunity while managing legal and business risks.
Description
Disruptions in the capital and credit markets over the past 24 months have restricted the ability of public companies to raise capital via traditional means. Companies seeking to reduce debt, make investments or fund working capital needs have increasingly turned to at-the-market offerings (ATMs).
ATMS provide flexibility and opportunity in all types of markets. Through ATMs, a public company can, over time, sell newly issued shares into the trading market at current market prices, rather than at a fixed price in a single takedown.
Counsel evaluating the benefits and risks of ATMs must understand the various statutes, regulations and exchange rules governing their use. Counsel must also be prepared to handle the due diligence, legal opinions and comfort letters periodically required during the offering period.
Listen as our authoritative panel of corporate finance attorneys and an investment banker discusses emerging trends in the use of ATMs and provides legal and business strategies for issuers and institutional investors to leverage the new financing opportunities.
Outline
- ATM Overview
- Setting up an ATM offering
- Eligibility requirements
- Documentation
- Legal and business considerations and strategies
- Shelf registration maintenance
- Disclosure
- Transaction costs and deliverables
- Regulation M and other securities laws
- Trading windows
- Exchange and FINRA requirements
- Comparison to other equity products
- Current Trends
- Globalization
- Execution
Benefits
The panel will review these and other key questions:
- What benefits and risks do ATMs offer as an alternative source of financing for businesses seeking capital?
- What are the unique securities requirements applicable to ATMs — and legal concerns associated with them?
- What best practices should counsel apply in representing issuers, shareholders and investors in ATM offerings?
Faculty
Dean M. Colucci,
Partner
DLA Piper, New York
He has a broad corporate finance practice that extends across structured and asset-based finance, global infrastructure development and finance, cross-border M&A, and capital markets transactions. He has been at the forefront of developing several “At-the-Market Offering” products and has been lead counsel on over 40 transactions employing ATMs, which have raised $8 billion in equity capital.
Joshua Feldman,
Director
Cantor Fitzgerald, New York
He is a senior member of the Equity Capital Markets Execution Group. His team is dedicated to the Controlled Equity Offering (“CEO”), Cantor’s proprietary “at-the-market” equity issuance program that has helped public companies raise over $10 billion. He has been involved in more than 80 at-the-market offerings and has been instrumental in bringing this capital-raising method to corporate clients.
James T. Seery,
Partner
DLA Piper, New York
His experience includes public and private offerings of debt and equity securities, acquisitions of public and private entities and special committee representation. He also advises on 1934 Act disclosure and compliance issues, as well as on corporate governance issues, including compliance with the Sarbanes Oxley Act.
Ordering
Online CLE - Audio Recording
Includes audio streaming of full program plus handouts (available 24 hours after live seminar).
CLE:
Pre-approved for participatory or non-traditional/alternate format credit in: CA, HI*, NY*, WV*.
Pre-approved for self-study credit in: AK, AZ, GA, MO, MT, TX, VT, WA.
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(*Indicates that Strafford must report attendance.)
Online CLE Audio $149.00
Available 24 hours after the live event
Recorded Event
Includes full event recording plus handouts (available after live seminar).
CLE: Pre-approved for self-study credit in: AK, AZ, CA, CT, GA, HI, MO, MT, NY, TX, VT, WA, WV. Upon request, self-study credit is also available in: CO, FL, ID, KY, ME, ND, NE, NH, NM, NV, OR, UT, WI, WY. If you are applying for self-study credit in one of these states, contact Strafford CLE at 1-800-926-7926 ext. 35 or CLE@straffordpub.com.
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Available three business days after the live event
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plus $9.45 S&H
Available ten business days after the live event
MP3 Download (Audio with Slide PDFs) $49.00
Available 24 hours after the live event
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plus $9.45 S&H
Available ten business days after the live event
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Program Materials
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Program Materials
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CLE Credit
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Customer Reviews
I liked the substance of the program and the ease of participating.
Paul L. Hammann
First American Title Insurance Company
Good handouts and up to date references.
Andrew Davis
Lieben Whitted Houghton Slowiaczek & Cavanagh
The information was relevant and well presented. The questions were good, and the speakers responded with clear knowledge.
Sheila Fox Morrison
Davis Wright Tremaine
The speakers were tops in their industry.
Peter Danias
Kaye Scholer
This was my first experience with an interactive CLE. It was good not to have to leave my office for the program.
Patricia Hays
Vestcom International
Finance Law Advisory Board
Partner
Gibson Dunn & Crutcher
Partner
Nixon Peabody
Partner
Alston & Bird
Counsel
Mayer Brown
Partner
O’Melveny & Myers
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