What do we do?
We represent companies and underwriters in public offerings of stocks and bonds, including initial public offerings. For example, we often represent investment banks including Goldman Sachs, Morgan Stanley and Merrill Lynch. We also act as general counsel to companies whose securities are publicly traded, including Biogen, EMC, Domino's Pizza, NSTAR, Genzyme, Hasbro, Michaels Stores, Timberland, State Street Bank, and TJX. We advise these companies in all aspects of their business, from mergers and acquisitions, tender offers, financing, regulatory compliance, executive compensation, employee benefits and labor law issues, to contract negotiations, joint ventures, and corporate governance issues. In the course of such representation, we work closely with the CEOs and directors of our clients.

One of the members of the Securities and Public Companies group who plays a key role in our representation of underwriters and public company clients, is Louis Somma (Cornell Law School, 2002). An associate in the New York office, Louis has represented underwriters and issuers in a variety of securities offerings, including initial and follow-on public equity offerings, private debt and equity placements, registered debt offerings and exchange offers. Louis has also represented public companies, including a number of foreign private issuers, in connection with the preparation and filing of Exchange Act reports and compliance with ongoing securities law requirements.

• Represented Sirtris Pharmaceuticals, Inc., in its $60 million IPO.
• Represented Hasbro in its $350 million registered public debt financing.
• Represented Genzyme, one of the nation's most preeminent biotechnology companies, in it's $584 million acquisition of AnorMED, in what was reported to be the first hostile transaction in the biotech industry. For a description of an associate's role on this transaction, click here.
• Represented State Street Corporation in its $1.5 billion registered public debt financing.
• Represented Biogen Idec, Inc. in its $1 billion registered debt offering.
• Represented Morgan Stanley and several other underwriters in an underwritten primary and secondary offering for a specialty pharmaceutical company. For a description of the associate's role on this transaction. For a description of an associate's role on this transaction, click here.
• Represented Michaels Stores in its $1.6 billion 144A bond financing. For a descriptioin of the associate's role on this transaction, click here.
• Represented Domino's and Co-Issuers in a $1.7 billion 144A Non-Convertable Debt Financing.
• Represented Green Mountain Coffee Roasters Inc. in its acquisition of Keurig Incorporated.
• Represented CombinatoRx, a life sciences company, in a registered sale of its common stock to a group of investors. For a description of an associate's role on this transaction, click here.