Business, Securities and Business Finance

We have extensive experience forming, capitalizing, dissolving and counseling corporations, limited liability companies, partnerships, limited partnerships, professional corporations, non-profit organizations and joint ventures. We routinely handle equity investments, public and private debt and equity offerings, takeover defense, corporate governance matters, proxy contests, shareholder and employee relations and federal and state securities law compliance and disclosure.

Our securities lawyers represent private and public companies with regard to both state and federal securities laws. We have advised clients in numerous private and public offerings of debt, equity and hybrid securities, and routinely counsel our public clients concerning the preparation of proxy statements and periodic SEC filings.

Lawyers in our firm have been involved in many varied corporate transactions, such as the conversion of corporations with numerous shareholders to Subchapter S corporations, the negotiation and drafting of employment contracts for executives of public and private companies, the creation of shareholder rights plans (also known as "poison pills") for a number of companies, converting public companies to private companies and asset securitizations.

Representative Transactions:

• Amedisys, Inc. (public stock offering and acquisitions)
  
• CapitalOne Southcoast (underwriter's counsel in preferred stock issuance by McMoRan Exploration Co.)
  
• First Commerce Corporation (public offerings of common stock and preferred stock)
  
• Louisiana Companies (proxy contest to change the board of directors)
  
• PHI, Inc. ($200 million note offering)
  
• S&P Cellular Holdings, Inc. (Petrocom) ($25 million equity investment and subordinated debentures)
  
• Sanderson Farms, Inc. (various securities offerings)
  
• The issuance of trust preferred securities by MidSouth Bancorp, Inc., Firstrust Corporation, Parish National Corporation and Liberty Financial Services
  
• US Unwired Inc. ($25 million public stock offering)
  
  
• US Unwired Inc. ($400 million high yield debt offering)
  
• Xspedius, LLC (two series of $55 million in equity private placements)