Corporate Law

Wood & Lee provides strategic advice, general corporate counselling and regulatory assistance for businesses in all stages of development. We do this in connection with public and private securities offerings, mergers and acquisitions (M&A) transactions, and the corporate governance and disclosure obligations of public reporting companies. Our lawyers have extensive experience in the formation and financing of new ventures. This includes companies pioneering new technologies and the creation and operation of joint ventures and other corporate partnership efforts. 

International Securities Litigation  

Wood & Lee has achieved outstanding results in securities class actions, derivative suits, professional liability cases, and regulatory investigations, options backdating issues, and white-collar matters. Our practise focuses on complex assignments in the corporate governance and securities arena. This includes special board committees, disputes over M&A, internal and regulatory investigations and proceedings, and advice to companies about complex disclosure and accounting issues.   There is an increased likelihood that civil litigation will be accompanied by government investigations. We bring a client-focused approach to a wide range of civil, criminal, and administrative engagements. Wood & Lee looks at each case individually and adopt a strategy that is best suited to advance our client’s needs and goals.  

About Our Practice 

We advise companies, institutional and individual investors on the full range of issues arising out of allegations of stock options backdating-from investigations to litigation and counselling.  We present creative briefings and arguments while staying innovative in our application of economics and finance principles to legal problems. With these, Wood & Lee ensures to provide favourable results to our clients.  

Securities Class Actions and Derivative Suits  

Wood & Lee represents a broad range of clients in securities litigation. We address serious and important financial fraud issues in the context of securities litigation. This includes market manipulation, valuation of long-lived tangible and intangible assets, going-concern determinations and revenue recognition issues.  

Corporate Governance and Internal Investigations  

Our lawyers’ broad range of experience makes us particularly qualified to advise our clients on increasingly complex and risky areas of corporate governance and securities regulation. We regularly conduct special investigations into suspected wrongdoing by corporate employees. We further provide advice boards of directors, audit committees and senior management about complex interrelated disclosure, accounting and compliance issues. Our lawyers have extensive experience in dealing with the complicated accounting and financial issues that give rise to most of today’s securities-related matters.  

Professional Liability  

We handle litigation and administrative matters for accountants, investment bankers, stockbrokers, underwriters and attorneys. Our lawyers’ experience includes all aspects of professional liability and securities matters. This includes numerous significant trials, appeals and arbitrations and the complete array of governmental and administrative proceedings.  

International Capital Markets  

Wood & Lee’s capital markets practice assists our clients in finding and securing the funding they need to grow and prosper. We draw upon the resources of our lawyers and professionals from across the firm’s international offices. Thus, our capital markets practice leverages our strong relationships with the angel investment, venture capital and investment banking communities to raise funds through public and private offerings of equity, debt and equity-linked securities.   Our lawyers are counsel to both emerging growth and established domestic and international companies covering all industry sectors. We are active in representing issuers in initial public offerings. We also represent investment banks as underwriters in securities offering transactions. These mostly involve the financing of high-growth technology and life sciences companies that form the foundations of our client base.  

Equity Capital Markets  

Wood & Lee has substantial experience advising issuers and underwriters in the full range of securities offerings. We assist our clients in drafting and negotiating offering documents, as well as any related legal agreements. Furthermore, we help public companies with compliance obligations under securities laws, rules and regulations, and stock exchange regulations. These are all critical both during and after the IPO process.    Wood & Lee also work with clients in the preparation and review of disclosure documents and press releases. We help them set up compliance programs and document retention policies, manage internal investigations and respond to government inquiries. Our lawyers regularly work with corporate management teams, boards of directors and general counsels of public companies of all sizes on day-to-day issues of corporate governance and regulatory compliance. We transact as well with closely related issues involving employment and executive compensation arrangements, director and officer indemnification, Directors and officers liability Insurance  matters, financings, mergers and acquisitions and other corporate initiatives.  

Debt Capital Markets  

Our lawyers regularly advise issuers and underwriters in the debt capital markets. This includes investment-grade and high-yield bond offerings, convertible debt offerings and unregistered offerings. We also advise on shelf registrations and takedowns, medium-term note programs, straight and asset-backed commercial paper programs, Eurobond offerings and cross-border financings. Additionally, our lawyers have experience in transactions in equity-linked debt and near-debt securities. It involves convertible notes, exchangeable preferred stock and trust preferred securities.   Wood & Lee’s experience on commercial debt includes syndicated and single-bank credit lines, Eurodollar offerings, acquisition finance, institutional note placements and private offerings, structured finance, project finance, off-balance sheet finance, capital leases and other debt and quasi-debt capital instruments.   Our finance lawyers have extensive experience with a wide variety of debt instruments. In addition, we have substantial experience in senior and subordinated debt, mezzanine financings, and second-lien and bridge financings. We have helped revive troubled businesses, protect bondholder investments and retire less favourable debt. Our team achieved this through exchange offers, consent solicitations and restructurings of the balance sheet. Furthermore, we deal with covenant negotiations, complex subordination and inter-creditor issues, and transactions with multiple layers of financing. Thus, our clients benefit from our wide experience and knowledge in these areas.

High-Yield and Convertible Debt in Private and Public Markets  

Our lawyers have helped companies at all stages of development with private high-yield placements and bridge financings. We have represented issuers, underwriters, placement agents and initial purchasers in a wide variety of industries. Our team has also provided representation in fair disclosure, safe harbour, unregistered and registered transactions.  Our capital markets lawyers regularly advise issuers, agents and investors in connection with private placements of debt and hybrid securities. Private placements may be the funding method of choice for an emerging company. Alternatively, it can be a viable alternative for raising capital when the public equity markets are unavailable for a well-established company.