Loeb & Loeb is widely recognized as a leader in representing issuers and underwriters in initial and secondary public offerings. Underpinning our success is a steadfast dedication to efficient, effective service that achieves our clients’ business objectives.
We are also innovators. Our teams have pioneered alternative public offering structures such as innovated public acquisition company (IPACSM) offerings, special purpose acquisition company (SPAC) offerings and reverse mergers. We worked on some of the earliest deals on Wall Street and have helped numerous companies grow through these types of investment vehicles. We also paved the way for some of the first private Chinese companies to be listed on US stock exchanges.
Loeb & Loeb’s capital markets team developed the groundbreaking IPAC structure, which is designed to operate like a SPAC but offers increased flexibility on pricing and deal structure and allows for a more rapid transaction cycle by permitting a business combination to be consummated prior to SEC review. By breaking the regulatory process into two parts, IPACs allow promoters and target companies to close a transaction in weeks instead of months. We spent more than six months working with the SEC to ensure that the IPAC structure would be legally permissible and closed the first IPAC offering in 2011.
Our attorneys have also been at the forefront of SPAC transactions, representing both issuers and underwriters in innovative deals that have contributed to their structural evolution. For example, we completed the first SPAC liquidation for China Mineral Acquisition Corp. and obtained a pivotal extension of time with the SEC for Great Wall Acquisition Corp. Our attorneys frequently speak at industry events on the latest SPAC deal structures and serve as resources for the media who cover the securities market and trends.
Other accomplishments include:
- Gaining SEC acceptance of Loeb’s position that once a SPAC’s status became that of a “foreign private issuer,” the SEC should no longer review the preliminary proxy materials for Shanghai Century Acquisition Corp.
- Creating the first “dividend yield” SPAC in existence for Seanergy Maritime Corp.
- Designing and completing the first sponsor private placement for Star Maritime Acquisition Corp.
Reverse mergers are also a part of our corporate and capital markets practice. We have helped numerous clients effect reverse mergers as an alternative to a traditional IPO. In one noteworthy example, we represented American Oriental Bionengineering in a reverse merger, following which it became the first Chinese company to be traded on the New York Stock Exchange (in 2006).
Clients and Industries
We represent a diverse and growing clientele of issuers in industries including: minerals, shipping, paper products and packaging, securities, information technology, energy, media and advertising, chemical and oil tankers.
Our corporate and capital markets attorneys collaborate with their colleagues from other departments and practice groups—including intellectual property; tax; corporate governance, compliance, due diligence and investigative services; and labor and employment—to meet our clients’ various needs, including successfully meeting the important challenges and obligations associated with being a public company.
Leadership in Law
Our achievements and rankings attest to our leadership role. For example, according to IPO Vital Signs, an IPO information database, Loeb & Loeb tied for seventh place among IPO law firms in the U.S., as measured by the number of IPO deals for which we provided issuer's counsel in 2011. The firm tied for fifth place among U.S. firms, as measured by the total number of IPO deals for which we provided underwriters’ counsel in 2010. Thomson Reuters ranked Loeb & Loeb #1 among law firms in underwritten public offerings by companies headquartered in China, as measured by the total number of deals closed over the three-year period from 2009 through 2011. Loeb & Loeb also ranked #3 as measured by total deal value during this period.