Williams Mullen provides corporate finance and securities law services to a diverse range of United States and multinational businesses. Our clients are listed on the New York Stock Exchange, the Nasdaq National Market, the Nasdaq SmallCap Market and the OTC Bulletin Board. Our Corporate Finance & Securities Team has extensive experience in all major areas of corporate finance, including the representation of issuers and underwriters in public and private offerings of debt and equity securities, initial public offerings, mortgage and asset securitizations, secondary offerings, private placements, commercial paper programs, angel and venture capital financing, and offshore offerings under Regulation S. Williams Mullen attorneys also advise clients on sophisticated and complex business transactions, including mergers and acquisitions, dispositions of subsidiaries or other assets, corporate restructurings and recapitalizations, tender offers, proxy contests, going private transactions, management and leveraged buyouts, holding company formations, spin-offs, and liquidations. Additionally, we counsel clients on public finance transactions, including state and local government general obligation and revenue bond financings and private activity industrial revenue bond financings.

Services
Business Reorganizations
Change of Control Transactions
Investment Advisors Act of 1940
Investment Company Act of 1940
Mergers and Acquisitions
Private Offerings
Public Company Reporting and Governance
Public Finance
Securitizations
Underwritten Public Offerings
Venture Capital

Sample Representations

• Representation of a New York Stock Exchange company in a $650 million business combination transaction. Services included preparing definitive proxy materials for a special meeting of shareholders, representing the company in a public offering of approximately $70 million of common stock, designing a new issue of preferred stock and negotiating a revolving credit facility.
• Representation of Nasdaq National Market company in connection with $210 million public offering of common stock and $180 million private offering of convertible notes eligible for resale under Rule 144A.
• Representation of a New York Stock Exchange company in a $69 million public offering of common stock by both the company and a selling shareholder and a $120 million public offering of stock purchase contracts by a selling shareholder.
• Counsel to issuers in issuance of $14.4 million of trust preferred securities.
• Represented Fortune 500 company in spin-off of unrelated line of business.
• Counsel to New York Stock Exchange company in connection with private placement of $100 million of senior notes to institutional investors.
• Representation of college in issuance of $24 million of tax-exempt industrial development bonds.
• Counsel to Nasdaq National Market company in connection with $350 million tender offer and "going private" transaction.
• Representation of large national finance company in negotiating venture capital and financing transaction involving common stock, warrants and registration rights.
• Counsel to large public issuer in $100 million shelf registration of common stock, preferred stock and debt.
• Counsel to underwriter in various initial public offerings in the manufacturing, technology and banking industry.
• Representation of bank holding company in $37 million public offering of common stock.
• Representation of Nasdaq National Market company in implementation and registration of $34 million of common stock in connection with dividend reinvestment and customer stock purchase plan.
• Representation of New York Stock Exchange company in connection with commercial paper program.
• Representation of underwriters in connection with issuance of $275 million of education loan revenue bonds backed by student loans.
• Representation of special purpose entity of publicly-traded business development company in connection with establishment of $100 million commercial paper loan facility secured by small business loans.
• Representation of New York Stock Exchange energy company in connection with its $1 billion acquisition of a nuclear power plant.
• Representation of early stage technology company in connection with its sale to publicly-traded financial institution.
• Representation of subprime home equity lender in connection with creation of securitization program and issuance of more than $2 billion in asset-backed securities.
• Representation of natural gas gathering system operator in connection with initial public offering of master limited partnership units.

Attorneys
R. Brian Ball 
John C. Bilzor 
James A. Blalock III 
Galen Boerema 
Judy Lin Bristow 
Stephen W. Burke 
David L. Dallas, Jr. 
Patrick C. Devine, Jr. 
Thomas R. Frantz 
R. Justin Fulton 
Philip H. Goodpasture 
William B. Gwyn, Jr. 
R. Willson Hulcher, Jr. 
Brian S. Johnson 
Christopher P. Keir 
Charles W. Kemp 
Phillip B. Kennedy 
R. Hart Lee 
Matthew H. Leggett 
Lee G. Lester 
Lamont D. Maddox 
Mark H. Mirkin 
John S. Mitchell, Jr. 
Joel R. Nied 
L. Christopher Noland 
Bradley J. Nowak 
Warren E. Nowlin 
William A. Old, Jr. 
John M. Paris, Jr. 
David F. Paulson, Jr. 
Kevin A. Prakke 
Ronald D. Raxter 
Robert F. Riley 
Stanley L. Samuels 
Jeffrey A. Sanborn 
Thomas E. Snyder 
Aaron G. Spencer 
Robert E. Spicer, Jr. 
Frederick T. Stant, III 
Charles L. Steel, IV 
Albert J. Taylor, Jr. 
Brian D. Unroe 
M. Nicole Williams 

Articles
Information Management Policy Review
Report on Testimony of William H. Donaldson Concerning Implementation of Sarbanes-Oxley Act of 2002
Major Changes Coming for Virginia Corporations
Securities & Corporate Governance Update - October 2007
Securities & Corporate Governance Update - November 2007
Securities and Corporate Governance Update - December 2007
Sallie Mae Outlook Lowered, Deal 'Dead'
Securities and Corporate Governance Update - February 2008
Securities and Corporate Governance Update - March 2008 Supreme Court Rejects “Scheme Liability” Under Federal Securities Laws
Delaware Courts Narrowly Construe Advance Notice Bylaws

Contact
Robert E. Spicer, Jr., Chair
Two James Center
1021 East Cary Street (23219)
P.O. Box 1320
Richmond, VA 23218-1320
Phone: (804) 783-6432
Fax: (804) 783-6507
rspicer@williamsmullen.com