Corporate & Securities

WSMB provides business entities with a broad spectrum of coordinated legal advice in multiple areas of corporate law. The majority of our firm’s partners are longtime corporate generalists with expertise in a wide scope of corporate and related practice areas.

Business Formation

We work with our clients to choose the right business structure for any new venture. We draft all necessary documentation, including shareholder and LLC operating agreements, employment and equity compensation agreements as well as consulting, disclosure and licensing agreements. We ensure that all required filings are made and continue to provide advice on an on-going basis.

Corporate Finance

WSMB works with both public and private companies on a wide array of corporate finance issues. We assist privately held businesses in raising capital in a variety of equity and debt financing transactions. We also represent the funds and other investors providing such capital.

We also have substantial expertise in representing companies utilizing customary structures to obtain capital in friends-and-family, angel investor, venture capital, Regulation D, private equity fund and other private financings.

WSMB’s attorneys have handled a wide array of offerings, registrations, filings and investigations arising under the 1933 Act, the 1934 Act and other federal and state securities laws. We also ensure that a client desiring someday to go public will be properly positioned to do so. WSMB also assists publicly traded companies with their periodic and other regulatory filings.

Mergers & Acquisitions

WSMB works primarily with privately held corporate clients that are engaging in stock and asset sales and purchases, mergers, and joint venture and other corporate partnering transactions. We are experts in representing and educating owners whose only M&A experience is the sale of a company they founded and grew. In addition, we routinely represent individuals and entities who have decided to sell of their ownership or investment in a business.

Securities Regulation

WSMB’s practice includes the representation of broker-dealers, investment advisers, commodity pool operators, and commodity trading advisors in connection with their formation and operations. We also represent regulated and unregulated clients in enforcement and regulatory investigations and litigation before the Securities and Exchange Commission and various self-regulatory organizations. One of our attorneys spent almost a decade handling enforcement matters for the SEC in a succession of positions that culminated in his service as Associate Regional Administrator of the SEC’s New York Regional Office. Another of our partners has managed the 1934 Act compliance activities of several small, publicly traded companies.

Private Placement Funds

WSMB provides legal counseling and services related to the formation and ongoing operations of private investment funds, including hedge funds, private equity funds, and similarly-managed investment vehicles. The firm represents domestic and off-shore funds and their sponsors or investors in connection with fund formation and structuring, private placements, investments, operational and regulatory matters.

General Counsel Services

Many new and growing businesses often choose not to have in-house counsel due to the cost and the burden of managing legal matters internally. Similarly, some in-house counsel will often need additional resources or practice-specific expertise. WSMB attorneys have the breadth of legal knowledge and experience, as well as rich entrepreneurial and in-house experience that makes the firm an ideal provider of “outside general counsel” services.