Corporate Finance

Ater Wynne’s Corporate Finance Group counsels and serves clients at every stage of their development, from formation and initial private financing through the initial public offering and beyond. We are involved in venture capital financing, and private offerings, initial follow-on and secondary public offerings, mergers and acquisitions and leveraged buy-outs. We counsel clients on all matters of state and federal securities law compliance.  The practice group has been ranked among the top tiers in Chambers USA: Leading Lawyers for Business.

Private Financing

We represent issuers and investors in private and venture capital financings of both debt and equity securities. We welcome the opportunity to work with growing companies and the investors who finance those companies, and are able to offer a broad range of services in addition to corporate and securities advice, including matters involving: intellectual property, employee benefits and stock options, labor and employment, real estate and litigation.

Public Financing

We represent issuers in initial, follow-on and secondary public offerings. Our work in this area often begins a year or more before the offering as we help issuers prepare internally for the offering process and negotiate with underwriters. We represent the issuer in all of its interactions with both the SEC and the stock exchanges, including the preparation of all necessary disclosure documents.

Mergers and Acquisitions

A significant portion of our transactional practice involves mergers and acquisitions. Our attorneys represent sellers, purchasers and targets in connection with public and private stock and asset sales, mergers and other combinations in a wide range of industries. We provide a team of attorneys knowledgeable in corporate, securities, labor and employment, antitrust, intellectual property and tax matters to ensure that the transaction is structured in a way that meets our client’s goals.

Public Companies

We regularly advise our clients on matters relating to the internal operations of corporations. These matters include the fiduciary duties of corporate officers and directors, director and officer indemnification, shareholder rights and board committees. We also regularly advise our clients on matters arising under the state and federal securities laws, including Sarbanes-Oxley, Regulation FD, short-swing profits and insider trading laws and general disclosure issues. Our work in this area also includes the preparation and filing of periodic reports and proxy statements, SEC, NASDAQ and NYSE compliance, shareholder and market communications, and the oversight and documentation of stock transactions by officers and directors.

Corporate Governance

Companies at all stages of development face the challenges of instituting and maintaining appropriate corporate governance standards while at the same time operating demanding businesses. The advent of the Sarbanes-Oxley Act, together with the increased scrutiny faced by public and private companies in the wake of recent corporate scandals, has increased the corporate governance burden for both public and private companies. We help our clients develop policies and procedures to manage:

• the make-up and responsibilities of the Board of Directors
• communications with shareholders and other constituencies
• executive compensation
• board committee charters and responsibilities
• disclosure obligations
• whistle-blower issues
• internal financial controls
• ethical policies and standards
• officer and director liability issues

Representative Clients:

• Advanced Inquiry Systems, Inc.
• Avnera Corporation
• Bend Research, Inc.
• Boyd Coffee Company
• Cascade Microtech, Inc.
• Collaborative Software Initiative
• Northwest Pipe Company
• Oregon Freeze Dry, Inc.
• Pixelworks, Inc.
• Planar Systems, Inc.
• Tillamook Country Smoker
• Tyfone, Inc.