Capital Markets

A leading law firm for financial transactions in the global capital markets

Dechert’s capital markets group structures and executes complex, market-leading financial transactions for clients across today’s major industries and in countries and regions around the world. Our more than 115 lawyers, located in the firm’s U.S., European, and Asian offices, collaborate with each other and other practice teams to execute domestic and cross-border transactions efficiently and seamlessly.

Dechert lawyers represent corporate and sovereign issuers, underwriters, financial sponsors, investors and selling shareholders in all types of public and private debt, equity, equity-linked and other securities offerings. We advise on U.S. and international listings, including on the New York Stock Exchange, NASDAQ Stock Market, London Stock Exchange, Hong Kong Stock Exchange, Euronext Amsterdam, Euronext Paris, Singapore Stock Exchange, Warsaw Stock Exchange, Australian Securities Exchange, and other global and regional exchanges.

In the emerging markets, Dechert has advised on innovative transactions by governments, banks and multinational corporations, including in the Middle East and North Africa (MENA) region, Mediterranean Basin, Commonwealth of Independent States (CIS) region, Central and Eastern Europe and China. The firm is particularly strong in raising permanent capital, representing private equity firms and portfolio companies on IPO exits and debt financings, and in the life sciences industry for cross-border and domestic IPOs and other equity and debt offerings. The firm is also a leader in representing sovereign issuers and other market participants in sovereign bond offerings.

Dechert is widely recognized for having one of the leading international capital markets practices. The Legal 500 (“Dechert LLP is at the forefront of debt offerings by life sciences companies and permanent capital vehicles,” 2024) and IFLR 1000 (“ranked among the top law firms in the United States and the United Kingdom for capital markets”, 2024), among other league tables and industry sources, have reported on the practice’s achievements.

Dechert’s team represents leading companies, governments and investment banks and financial sponsors in the full range of capital raising transactions:

Initial public offerings (IPOs), Share flotations, secondary and follow-on offerings
Shelf offerings of debt and equity
At-the-Market (ATM) share offerings
Private placements under Rule 144A, Regulation S, Regulation D and Section 4(2) of the U.S. Securities Act of 1933, including rated note feeder offerings
Stand-alone Eurobonds and medium-term note programs
Liability management transactions, including consent solicitations, exchange offers and tender offers
Privatizations
Restructurings
M&A-related securities transactions, including public transactions, going-private transactions, stock splits, rights offerings and exit financings
Venture capital transactions
Registered direct offerings
Confidentially marketed public offerings
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Dechert’s team advises leading companies, governments and investment banks and financial sponsors on these products:

Common and preferred stock
High-yield and investment grade debt
Convertible and exchangeable securities and subscription rights
Enhanced Income Securities (EIS)/Income Deposit Securities (IDS)
American Depository Receipts (ADRs) and Global Depository Receipts (GDRs)
Eurobond offerings
EMTN programs
Commercial paper
Structured bonds

With Dechert’s financial services group, we structure and execute innovative approaches for capital raising transactions by permanent capital vehicles, including business development companies (BDCs), registered closed-end funds, listed European funds and specialty finance companies. The firm is a dominant legal adviser in this area.

As part of our market leading life sciences industry group, our capital markets lawyers advise on the full range of capital raising transactions on behalf of new and established life sciences companies. We work closely with these companies to capture and structure the capital they need to support the long development and commercialization process, ranging from early-stage venture financings and strategic equity investments to complex public offerings of equity and debt. We also advise the underwriters, including investment banks and other financial institutions, on life sciences industry financings.

Serving as outside counsel to many public companies, Dechert’s lawyers know the complex regulatory environment in which public companies and investment banks operate. Dechert advises on:

Regulatory and compliance matters under the U.S. Securities and Exchange Commission (SEC), U.S. stock exchanges and the Financial Industry Regulatory Authority (FINRA)
Compliance matters under the Financial Conduct Authority (FCA) in the United Kingdom, the UK Listing Authority (UKLA) and the London Stock Exchange as well as the regulatory authorities in leading financial centers.
Disclosure matters related to reporting obligations and securities offerings under the U.S. Securities Act of 1933 and the U.S. Securities Exchange Act of 1934
Investment Company Act of 1940 and the Investment Advisers Act of 1940 matters for investment companies, advisers and broker-dealers
Coordinating among the regulatory regimes in cross-border transactions

Our team, which includes many former SEC regulators, creates compliance programs and conducts mock inspections and examinations for regulated entities. We also help clients develop codes of ethics and policies and procedures for records management, insider trading and other areas.