Securities Regulation Compliance

We currently advise numerous publicly traded companies on securities law compliance matters. In addition, we provide the following services:

Assist clients with their ongoing obligations under the SEC’s periodic reporting system
Advise executives and boards of directors of publicly held clients about their ongoing obligations under the federal securities laws, Sarbanes-Oxley Act, Dodd-Frank Wall Street Reform and Consumer Protection Act, stock exchange rules and corporate law developmentsManage sensitive disclosure issues
Prepare proxy statements
Handle stockholder meetings

KMK represented The Midland Company in connection with its merger with and into Munich Re Insurance through its subsidiary Munich-American Holding Corporation in 2008. The transaction value approximated $1.4 billion in connection with the disposition of Midland’s securities. KMK also represented The Midland Company in connection with offerings of equity, debt and trust preferred securities in transaction values in the hundred of millions of dollars.
Along with other securities offerings, KMK recently has represented Kendle International Inc. in connection with the issuance of $250 million in principal amount of Senior Convertible Notes with additional and related convertible bond hedge and warrant derivative transactions. KMK has also represented Kendle in its acquisition of certain Phase II through IV businesses from Charles River Laboratories, Inc. in a stapled financing transaction involving UBS Securities LLC. The transaction value was $225 million.
KMK regularly represents American Financial Group, Inc. in connection with its offerings and exchanges of securities. Recent transactions include a Rule 144A offering and subsequent registration of convertible subordinated notes in the principal amount of $500 million, and a registered sale of $150 million of common stock, and a registered offering and New York Stock Exchange listing of $132 million of senior notes.