Securities Regulation

Our business attorneys provide counsel and services related to federal and state securities laws and regulations for public and privately owned companies, individual investors, investment advisors, broker-dealers, insurance companies, and corporate officers.

We provide legal services and assistance in connection with:

  • Planning and implementing public offerings of securities (including drafting and filing registration statements for initial and secondary public offerings)
  • Private placements and other exempt offerings of securities
  • Resales of restricted securities
  • Sales of securities by insiders
  • Compliance with Securities and Exchange Commission (SEC) reporting requirements
  • Proxy solicitations
  • Broker-dealer registration
  • Registered broker-dealer compliance

Our Attorneys

Sean Dudley
Partner ~ Mobile, Alabama|
(251) 345-8221
(251) 344-9696
Lauren Foshee
Associate ~ Birmingham, Alabama|
(205) 458-5270
(205) 244-5713
Jefferson Holt
Associate ~ Atlanta, Georgia|
(404) 685-4277
(404) 214-7998
Thomas Potter, III
Partner ~ Nashville, Tennessee|
(615) 724-3231
(615) 724-3331
Gene Price
Partner ~ Birmingham, Alabama|
(205) 458-5328
(205) 244-5698
William Schifino, Sr.
Of Counsel ~ Tampa, Florida|
(813) 367-5745
(813) 357-3526
Jack Stephenson, Jr.
Partner ~ Birmingham, Alabama|
(205) 458-5201
(205) 244-5708

Experience Matters

Brief sentence defining representative matters.

  • Acquisition

    Represented ProAssurance, the nation's fourth largest seller of medical liability coverage, in the acquisition of Eastern Insurance Holdings, Inc., for $205 million in cash to expand its workers’ compensation coverage.
  • HUD Refinancing, Section 232

    Refinance of term loans on 7 existing nursing homes in Alabama with HUD insured loans and restructure of working capital line with accounts receivable lender. Corporate restructure to accommodate HUD Master Lease requirements, negotiated intercreditor agreement with HUD and AR lenders, review and opine on loan documents.
  • Acquisition

    Represented ProAssurance Corporation (NYSE: PRA) in the acquisition of American Physicians Service Group, Inc. (NASDAQ: AMPH), a public insurance holding company, in a cash merger having a value of $233 million. Transaction involved change of control of American Physicians Insurance Company, a Texas insurer, which required approval of Form A filed with the Texas Department of Insurance. Representation included preparation and negotiation of the acquisition agreement, regulatory approval of Texas Insurance Department, tax advice, and HSR anti-trust filing.
  • Acquisition

    Handled cash sponsored demutualization of Medmarc Mutual in which Medmarc was converted from a mutual insurer with its member policy holders receiving cash funded by ProAssurance through purchase of all of Medmarc's newly issued shares. Prepared and negotiated acquisition agreement, regulatory approval of Vermont Insurance Dept, tax advice, HSR anti-trust filing.
  • Mergers & Acquisitions

    Handle the M&A work and SEC reporting for the fourth largest medical malpractice insurer in the U.S.