HSE Securities and Capital Markets Newsletter – Winter 2021

Editor’s Message 

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Happy New Year!
As I think back to the final days of 2019, it seems as though that was another world ago. So many aspects of our lives were disrupted and turned upside down during 2020. When speaking to clients at the end of 2019, I spoke about uncertainty (little did I know) and volatility and the expected impacts on the capital markets. Now with the election behind us (I think), a vaccine rollout underway, and with the government pouring money into the economy, 2021 appears less uncertain than 2020, but if 2020 taught us anything it is that certainty can be elusive. Despite the global pandemic, the capital markets were remarkably resilient and strong during 2020 and we expect that to continue during 2021. Companies that did not access the capital markets during 2020 to shore up their balance sheets or fund growth, should strongly consider doing so during 2021. We are proud to have assisted our clients in raising over $200 million during 2020 and nearly half a billion dollars over the last two years.

On the corporate governance side, it appears that 2021 will be the year that board level diversity issues will reach a head. Public company boards that have not yet addressed racial or gender diversity yet will be coming under pressure to do so. Although shareholder activism in this area was previously limited to the S&P 500, boards should now be expecting the same shareholder scrutiny to come down market to the Russell 3000 and beyond during 2021. If your board hasn’t addressed diversity issues in a meaningful way yet, 2021 is the year to make this a priority.

There was a rash of SEC rulemaking during 2020 as Chairman Clayton looked to complete his term. Most of this rulemaking was to shift prescriptive disclosure requirements to be more principles based or to increase access to the capital markets. With a new SEC chair expected to be appointed by the Biden administration in 2021, I expect SEC rulemaking to shift back to a more prescriptive approach with an emphasis on disclosures related to diversity, climate change, environmental, and social issues.

Before saying goodbye to 2020 (and good riddance), I wanted to thank our clients for their continued support throughout the current crisis. The pandemic has impacted each business differently, but I have witnessed our clients innovate, nimbly move to a remote work environment, and find ways to keep growing during 2020. We are thankful you have given us the privilege of advising you during these challenging and uncertain times. Our best wishes to you and your teams for a very happy and prosperous 2021.

Alex McClean
Practice Group Leader, Securities and Capital Markets Group

Upcoming Event

Accessing Capital Markets Webinar Series
Session II – March 21, 2021

The second session of our Accessing Capital Markets Webinar Series will focus on attracting and managing investors. We again will team up with Deloitte, Kei Advisors, and Maxim Group to discuss best practices in investor relations, ideas to attract new investors, and ways to build good relationships with current investors.

More details and registration information to follow. We hope you will join us!

New Digital Assets and Disruptive Technologies Practice

The future is digital as they say, and we see technology playing an ever more pronounced role in our practice. To leverage our collective experience, we recently launched a Digital Assets and Disruptive Technologies practice in our Securities and Capital Markets group. Our goal is to offer clients a 360-degree view of the legal issues that affect disruptive technology product and service offerings, including blockchain and distributed ledger technology (DLT) products and services, and focus on some of the more novel issues posed by the intersection of regulation and technology. Be sure to check our web page often for new insights and resources in this exciting space.

In the News

As leaders in the legal and business communities, our attorneys regularly provide thought leadership to inform the public on a variety of relevant topics. Over the past quarter our Securities and Capital Markets team was featured in media outlets and at events listed below:

Press Release
Harter Secrest & Emery Elects Kayla E. Klos Partner

Event Recap
Accessing Capital Markets Webinar – Session 1
In November, we hosted the first session in our Accessing Capital Markets Webinar series with Deloitte, Kei Advisors, and Maxim Group where we explored options to raise capital. Listen to a recording of the webinar by clicking here.

Executive Compensation Forum

Preparing for the 2021 Proxy Season
Now that the new year has begun, it is time for public companies to start planning for and drafting their upcoming annual reports and proxy statement disclosures. This article explains the changes to the federal securities laws made in 2020 and updates to proxy advisory firm guidance for 2021 that will impact disclosure and corporate governance in the upcoming proxy season and beyond. Please click here to view.

Legal Insights

We regularly provide insight on a range of important securities and regulatory developments through our LEGALcurrents. Below are links to some of our recent articles.

As the implications of COVID-19 continue to evolve, we remain committed to providing insight from across the firm to help you respond to any legal and business issues that may arise during these uncertain times. The firm continues to enhance our COVID-19 web page with the latest information on a variety of legal topics, including enforcement actions, federal aid programs, labor and employment, healthcare, tax, legislative news, immigration, privacy and data security, and more.

Cryptocurrency Corner

2020 Crypto Year in Review
This past year was an action-packed year in the digital asset space with a great number of significant regulatory developments and happenings. In our 2020 Crypto Year in Review, we detail many of these developments, offer insights on regulations and enforcement updates, and throw in a couple of predictions for 2021. Please click here to view.

HSE Views

Registered Direct Offerings (RDs)
In this issue, we review the pros and cons of Registered Direct Offerings (RDs) and provide some of the issues to consider before structuring this type of offering. Please click here to view.  


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