Capital Markets & Securities: Fueling Growth and Navigating Compliance
Capital markets transactions, including private placements and public offerings, play a pivotal role in a company’s growth strategy and are critical for securing a meaningful competitive edge.
Achieving successful access to these markets requires expert legal guidance that stays ahead of dynamic financial trends, demonstrates comprehensive regulatory expertise, and excels in negotiating and executing intricate transactions with speed and precision.
Comprehensive Capital Markets Legal Services
Our Capital Markets & Securities Group partners primarily with issuers (companies raising capital) and underwriters (investment banks facilitating the transaction) on the full spectrum of equity and debt offerings. Our extensive experience ensures seamless execution, from early-stage planning through successful closing.
Key Transactional Experience:
We provide strategic legal guidance and execution expertise across a variety of capital raising structures, including:
| Transaction Type | Description |
|---|---|
| Initial Public Offerings (IPOs) | Advising companies launching their first public sale of stock. |
| Follow-on Offerings | Subsequent public offerings of stock by companies already public. |
| SPACs | Transactions involving Special Purpose Acquisition Companies. |
| PIPE Transactions | Private Investment in Public Equity for public companies. |
| Confidentially Marketed Public Offerings (CMPOs) | Efficiently raising capital via a limited marketing process. |
| At-the-Market Offerings (ATMs) | Flexible, continuous offerings of equity at prevailing market prices. |
| Registered Directs (RDs) | Direct offerings of registered securities to a select group of institutional investors. |
| Convertible Offerings | Structuring and executing convertible debt and equity instruments. |
| Alternative Financing | Advising on various other complex and innovative financing strategies. |
| Reverse Mergers | Structuring and advising clients, both private and public, through complexities of a go-public transaction whereby a private company merges with an into a public entity, effectively allowing the private company to become publicly listed without undergoing a traditional Initial Public Offering (IPO). |
| Cross Border Listings | Advising foreign companies listing its shares on a U.S. stock exchange in addition to or instead of its home country’s exchange, to access global capital, enhance liquidity, and increase international visibility. |
Specialized Expertise in Strategic Structures
We possess deep experience in alternative and complex paths to public markets and global capital access, allowing clients to meet unique strategic goals.
Our senior partners and practitioners are extensively involved in every deal from beginning to end, ensuring a level of strategic oversight and hands-on engagement that forms the bedrock of our service commitment.
A reverse merger provides an alternative path for a private company to become publicly traded by acquiring or merging with an existing public company (often a non-operating “shell company”). This approach can be faster and less susceptible to volatile market conditions than a traditional IPO, making it an attractive option for certain companies, particularly in sectors like life sciences.
Our legal services in Reverse Mergers include:
- Structuring the transaction to ensure compliance with SEC and exchange listing rules (Nasdaq/NYSE).
- Conducting enhanced due diligence.
- Preparing the complex post-merger disclosures, such as the mandated “Super 8-K” filing, which contains information equivalent to an IPO registration statement.
- Advising on the application of “ineligible issuer” rules and resale restrictions that affect the combined entity and its affiliates.
For companies looking to access deeper liquidity, achieve higher valuations, or increase global brand visibility, we advise on the legal and regulatory complexities of foreign companies listing on U.S. exchanges or achieving dual listings. This is a critical area for companies looking to transition from local to global funding platforms.
Our counsel is vital for navigating the intersection of two or more regulatory regimes, covering:
- Foreign Private Issuer (FPI) Status: Determining eligibility and utilizing FPI advantages under U.S. securities laws (e.g., modified reporting requirements).
- Disclosure Harmonization: Reconciling U.S. GAAP or IFRS accounting standards and satisfying differing disclosure requirements between jurisdictions (e.g., SEC vs. European/Asian exchanges).
- Regulatory Coordination: Managing simultaneous review processes with multiple bodies (e.g., the SEC and a foreign regulator).
- Corporate Governance: Advising on compliance with two sets of corporate governance and investor protection standards.
Issuer and Emerging Growth Focus
We work closely with clients across a broad range of industries and life stages, from emerging growth companies executing their debut financing to established public entities managing ongoing compliance and strategic fundraising. Issuers, particularly those navigating the complexity of an IPO, value our team’s unique ability to combine deep legal insight with business-savvy guidance throughout the entire process.
Underwriter Confidence
Major investment banks that underwrite offerings appreciate the efficiency and reliability of our lawyers. Collectively, our team has closed hundreds of deals and is adept at quickly identifying, mitigating, and addressing disruptive factors to keep the transaction path smooth and predictable.
Regulatory Dialogue and Execution
Our ongoing professional dialogue with key regulatory bodies, including the SEC, Nasdaq, and NYSE American, helps facilitate proactive solutions and successful outcomes when intricate regulatory questions arise.
Integrated Corporate Governance and Compliance
Our Capital Markets team extends beyond the closing table to encompass:
- Corporate Governance: Establishing and maintaining best-practice governance structures post-offering.
- Ongoing Compliance: Advising public companies on continuous reporting obligations (e.g., 10-K, 10-Q, 8-K filings) and securities laws compliance.
Our senior partners and practitioners are extensively involved in every deal from beginning to end, ensuring a level of strategic oversight and hands-on engagement that forms the bedrock of our service commitment.
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$10 Million
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PRINCETON, NJ / ACCESSWIRE / October 25, 2023 / Sonnet BioTherapeutics Holdings, Inc. (NASDAQ:SONN) (“we,” “us,”...
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Singapore, Oct. 18, 2023 (GLOBE NEWSWIRE) — Webuy Global Ltd (Nasdaq: WBUY) (“Webuy” or the “Company”), a Southeast Asian...
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Lucosky Brookman congratulates its client, Brain Scientific, (OTCQB: BRSF) (the “Company”), a medical technology company with multiple...
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$4.2 Million
Lucosky Brookman LLP congratulates its client, Connexa Sports Technologies Inc. (NASDAQ: CNXA), on offering of $4.2 million of its common stock and...
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$4 million
Lucosky Brookman congratulates its client, EF Hutton, division of Benchmark Investments, LLC, on its successful $4 million underwritten public...
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$10 Million
Lucosky Brookman LLP congratulates SOBR Safe, Inc. (NASDAQ: SOBR), providers of innovative solutions for alcohol policy management, on its successful...
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$8 Million
Lucosky Brookman LLP congratulates its client, Vivakor, Inc. (NASDAQ: VIVK), a socially responsible operator, acquirer and developer of clean energy...
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$18 Million
Lucosky Brookman LLP successfully represented the Special Committee of the Board of Directors of a publicly traded manufacturer of telecommunications...
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$16.3 Million
Lucosky Brookman congratulates its client, EF Hutton, division of Benchmark Investments, LLC, on its successful $16.3 million initial public offering...
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$9.5 Million
Lucosky Brookman LLP congratulates its client, BiondVax Pharmaceuticals Ltd. (NASDAQ: BVXV) on its successful closing of an underwritten public...
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$8.0 Million
Lucosky Brookman congratulates its client, EF Hutton on its successful public offering of $8.0 million of common stock of Applied UV, Inc. (Nasdaq:...
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$10.5 Million
Lucosky Brookman LLP congratulates its Australian client, Advanced Human Imaging Limited (ASX:AHI) (NASDAQ: AHI) on its successful closing of its U.S....
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$100 Million
Lucosky Brookman LLP is pleased to share that its client GreenBox POS (Nasdaq: GBOX) (the “Company”), an emerging fintech company that leverages...
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$16.5 Million
Lucosky Brookman LLP congratulates its client, Heartbeam, Inc. (Nasdaq: BEAT), a developmental stage digital healthcare company with a proprietary ECG...
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$13 Million
Lucosky Brookman congratulates its client, EF Hutton, division of Benchmark Investments, LLC, on its successful $13.0 million initial public offering...
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$19.8 Million
Lucosky Brookman LLP congratulates its client, SurgePays, Inc. (Nasdaq: SURG) on its successful public offering of $19.8 million of common stock and...
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$11 Million
Lucosky Brookman congratulates its client, Slinger Bag, Inc. (OTCQB: SLBG), on successfully completing its $11 million private placement offering....
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$18 Million
Lucosky Brookman LLP congratulates its client, Maxim Group LLC on its successful public offering of $18 Million of Worksport Ltd. (Nasdaq-CM: WKSP;...
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$12 Million
Lucosky Brookman LLP is pleased to share that on June 30, 2021, its client Recruiter.com Group, Inc. (OTCQB: RCRT), an on-demand recruiting platform,...
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$3 Million
Lucosky Brookman LLP is pleased to share that on June 29, 2021, its client NaturalShrimp, Inc. (OTCQB: SHMP), a Biotechnology Aquaculture Company that...
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$6 Million
Lucosky Brookman LLP congratulates its client EF Hutton, a division of Benchmark Investments, LLC, on its successful $6.0 Million Underwritten Public...
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$2.6 Million
Lucosky Brookman LLP is pleased to share that on June 21, 2021, its client Creatd Inc. (Nasdaq CM: CRTD), closed its underwritten public offering of...
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$15 Million
Lucosky Brookman LLP is pleased to share that on June 03, 2021, its client LifeMd, Inc. (NASDAQ: LFMD), a leading direct-to-patient telehealth...
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$8.88 Million
Lucosky Brookman LLP is pleased to share that on July 7, 2021 its client, Joseph Gunnar & Co. LLC, successfully served as underwriter in...
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$3.5 Million
Lucosky Brookman LLP is pleased to share that on May 27, 2021 its client Ammo, Inc., (NASDAQ: POWW) consummated a firm commitment public offering of...
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$4.7 Million
Lucosky Brookman LLP is pleased to announce that its client Creatd, Inc. (NASDAQ: CRTD) entered into a securities purchase agreement with three...
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$9.0 Million
Lucosky Brookman LLP represented Integrated Ventures, Inc. in the Closing of $9.0 Million Registered Direct Offering. Integrated Ventures, Inc....
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$17 Million
Lucosky Brookman represented underwriter EF Hutton in $17 Million Public Offering of SPAC IMAC Holdings, Inc Common Shares. IMAC intends to use the...
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$115 Million
Lucosky Brookman represents client AMMO, Inc (NASDAQ: POWW) in their closing of $115 Million Underwritten Public Offering. Ammo closed an...
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$50.1 Million
Lucosky Brookman represents client GreenBox POS in the closing of $50.1 Million Public Offering and Uplist to Nadsdaq. GreenBox closed its...
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$30 Million
Lucosky Brookman represents client Esports Entertainment Group, Inc. (NASDAQ: GMBL) (NASDAQ: GMBLW) in the closing of $30 Million Registered Direct...
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$100 Million
Lucosky Brookman represented underwriter EF Hutton in $100 Million Initial Public Offering of SPAC American Acquisition Opportunity, Inc. Common...
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$10.3 Million
Lucosky Brookman LLP represents Underwriter Maxim Group LLC in the Closing of $10.3 Million Offering with GeoVax Labs, Inc. GeoVax Labs, Inc, ...
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$18 Million
Lucosky Brookman LLP represents client, AMMO, Inc. (NASDAQ: POWW), a premier American ammunition and munition components manufacturer and technology...
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$20 Million
Lucosky Brookman counseled its client, Digerati Technologies, Inc. (OTCQB: DTGI), a provider of cloud services specializing in UCaaS (Unified...
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$16 Million
Lucosky Brookman represented its client, Conversion Labs, Inc., a direct-to-consumer telemedicine and wellness company, in connection with a $16...
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$12.6 Million
Lucosky Brookman served as lead counsel to Siyata Mobile Inc. (TSX-V: SIM) (FRA: WK3D) (NASDAQ: SYTA, SYTAW) in closing its U.S. initial public...
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$8.4 Million
Lucosky Brookman acted as lead counsel to Esports Entertainment Group, Inc. (NasdaqCM: GMBL) in connection with its successful uplist to the NASDAQ...
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$8.1 Million
Lucosky Brookman acted as lead counsel to its client, Duos Technologies Group, Inc. (NASDAQ: DUOT), in connection with the Company’s uplisting...
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$12 Million
Lucosky Brookman serves as lead counsel for its client, Unique Logistics Holdings, Inc., in connection with a $12 Million senior secured factoring...
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$18.5 Million | Corporate & Securities
Lucosky Brookman LLP acted as lead counsel to its client, Blink Charging Co. (NASDAQ: BLNK), in connection with the Company’s uplisting to the...
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$7.8 Million
Creatd, Inc. (NASDAQ: CRTD) priced its underwritten public offering of 1,725,000 units of securities at an offering price of $4.50 per unit. In...
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$11.5 Million
Lucosky Brookman LLP successfully represented its client, SilverSun Technologies, Inc. in connection with SilverSun’s sale of its wholly owned...
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$11 Million
Lucosky Brookman LLP acted as lead counsel to its client, Duos Technologies Group, Inc. (NASDAQ: DUOT), in connection with the Company’s private...
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$12.8 Million
GeoVax Labs, Inc. (NASDAQ: GOVX, GOVXW), a biotechnology company developing human immunotherapies and vaccines against infectious diseases, closed its...
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$6 Million
Lucosky Brookman LLP successfully represented its client, Akers Biosciences, Inc., in connection with a registered public offering of Akers common...
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$3.5 Million
Conversion Labs, Inc., (OTCQB: CVLB), a direct-to-consumer telemedicine and wellness company, completes an equity investment by a select group of...
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$3.38 Million
Lucosky Brookman LLP successfully represented its client, Spartan Capital Securities LLC, as Placement Agent, in connection with the registered direct...
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$1.33 Million
Lucosky Brookman LLP successfully represented its client, Spartan Capital Securities LLC, as Exclusive Placement Agent, in connection with the...
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$1.0 Million
Lucosky Brookman LLP successfully represented its client, Spartan Capital Securities LLC, as Exclusive Placement Agent, in connection with the...
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$2 Million
Lucosky Brookman represented its client Unique Logistics Holdings Inc. in connection with the Company’s merger with Innocap, Inc....
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$12.4 Million
Lucosky Brookman LLP acted as lead counsel to its client, Meridian Waste Solutions, Inc, in connection with the Company’s uplisting to NASDAQ...
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$2.2 Million
Lucosky Brookman LLP acted as counsel to its client, a privately held California based chain of retail hydroponic stores, in connection with a $2.2...
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$2 Million
Lucosky Brookman LLP successfully represented its client, a Nasdaq listed rapid health technologies company, in connection with a follow-on offering...
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$4.25 Million
Lucosky Brookman LLP successfully represented its client, an Illinois based publicly traded manufacturing and construction company specializing in the...
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$1.5 Million
Lucosky Brookman LLP successfully represented its client, a publicly traded California based developer, owner and operator of high-volume carbohydrate...
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$5 Million
Lucosky Brookman LLP successfully represented its client, a publicly traded New York based biomedical company, in connection with a private placement...
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$1.5 Million
Lucosky Brookman LLP acted as lead counsel to its client, a New Jersey based service provider and reseller of software solutions, in connection with a...
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$3 Million
Lucosky Brookman LLP successfully represented its client, a privately held New Jersey based producer and distributor of digital media content, in...
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$2 Million
Lucosky Brookman LLP successfully represented its client, a New Jersey based publicly traded distributor and marketer of frozen foods, in connection...
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$35 Million
Lucosky Brookman LLP is pleased to share that its client Esports Entertainment Group, Inc. (Nasdaq: GMBL) has closed on the sale of $35 million 8.0%...
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