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Attorneys in Dickstein Shapiro’s Corporate & Finance Group represent issuers, placement agents, underwriters, and investors in private placements and public offerings of securities. The firm’s securities transactions include representation of technology and other emerging companies and investors in various stages of venture capital financings. In addition to preparing securities purchase agreements, underwriting/placement agreements, disclosure and related offering documents, SEC and NASD filings, and listing applications, as well as assisting in due diligence, the firm’s attorneys are often engaged in addressing significant issues with SEC and NASD regulators and representatives of NYSE, AMEX, and NASDAQ.

Representative engagements include:  

• Representation of InterTrust Technologies Corporation in the sale of the shares of Series B, Series C, and Series D preferred stock to venture capital firms and strategic investors;
• Representation of PlanetGov, Inc., a privately held business to government internet company, in the sale of its shares of Series A Preferred Stock and debentures convertible into shares of Series B Preferred Stock to a venture capital firm and other investors;
• Representation of KeySpan Corporation in its purchase of shares of Series B and Series C Preferred Stock of MyHomeKey.com, Inc., a privately held energy services internet company;
• Representation of Warburg, Pincus in connection with the structuring, negotiation, and closing of two separate venture capital investments in recently formed companies in the independent power industry;
• Representation of ACME Television, LLC and ACME Finance Corporation in connection with their Rule 144A offering of $175 million of high yield senior notes;
• Representation of ACME Intermediate Holdings, LLC and ACME Intermediate Finance, Inc. in connection with their Rule 144A offering of units consisting of $71.6 million of high yield senior secured notes and equity interests;
• Representation of ACME Television Holdings, LLC in the sale of $40 million of equity and convertible subordinated debentures to a group of venture investors;
• Representation of Friedman Billings Ramsey & Co., as underwriter, in the initial public offering of master limited partnership interests of Atlas Pipeline Partners, L.P. (AMEX: APL);
• Representation of Friedman Billings Ramsey & Co., as underwriter, in connection with a $40 million initial public offering of Class A Common Stock of Colonial Downs Holdings, Inc.;
• Representation of Liberty Term Trust, Inc. - 1999 in connection with its $56 million initial public offering of its common stock;
• Representation of OmniQuip International, Inc. in connection with its $130 million initial public offering of its common stock; and 
• Representation of Special Situations Private Equity Fund, L.P., a private equity hedge fund, in connection with various private equity investments in public companies.