Christopher D. Seamster

Chris concentrates his practice in dealing with all aspects of corporate/business and securities law, including corporate finance (and related securities issues), mergers and acquisitions and general governance corporate representation.  Chris has over 10 years of experience in public and private equity finance, securities law compliance, mergers and acquisitions, joint ventures, broker-dealer regulation, corporate formation and restructurings, start-up financing, corporate governance and general corporate matters.

Chris’ practice primarily focuses on corporate/business law, ranging from general outside corporate counsel representation to sophisticated corporate transactions, such as negotiating corporate buyouts, mergers and acquisitions, debt and equity securities financing transactions and joint venture arrangements (including structuring and negotiating complex distribution, buy-out and management provisions for operating agreements).  In addition, Chris regularly advises clients in connection with day-to-day corporate issues, including but not limited to general contract review, corporate and LLC structuring, employment agreements, vendor contracts, franchise agreements, intellectual property issues and corporate governance matters.

Chris is also a member of the renewable energy practice, whereby he primarily assists the Firm’s solar renewable energy clients with corporate structuring and tax equity investments for solar farm development projects, including sale-leaseback transactions and inverted lease transactions.

Prior to joining the Firm, Chris practiced in New York for over 10 years representing clients in all aspects of business and commercial law, including substantial experience in securities, transactional and general corporate representation.  Chris’ experience includes representation of issuers of securities as well as investors, underwriters and placement agents in connection with both public and private offerings of equity and debt securities. In particular, Chris has experience with registered primary and secondary public offerings, as well as private placement and PIPE transactions.  He also has experience in assisting companies in going public through reverse mergers (including reverse mergers with simultaneous financings, known as Alternative Public Offerings) and self-filings. He has represented many publicly-listed companies in their securities compliance (including 34’ Act and Section 16 compliance), stock exchange-related and general corporate and commercial matters and had routine interactions with applicable regulatory authorities, including the Securities and Exchange Commission (SEC) and Financial Industry Regulatory Authority (FINRA).  Chris has represented both buyers and sellers of majority and minority interests of businesses in a variety of industry sectors in public and private, domestic and international transactions and has served in the capacity as outside general counsel to numerous public and private companies.

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Areas of Focus

Corporate and Securities Law
Administrative Law and Regulatory Compliance

Renewable Energy
Commercial Real Estate

Chris’s experience includes representation of issuers of securities as well as investors, underwriters and placement agents in connection with both public and private offerings of equity and debt securities. In particular, Chris has experience with registered primary and secondary public offerings (including Registered Directs and Shelf Registration Offerings), as well as private placement and PIPE transactions.  He also has experience in assisting companies in going public through reverse mergers (including reverse mergers with simultaneous financings, known as Alternative Public Offerings) and self-filings. He has represented many publicly-listed companies in their securities compliance (including 34 Act and Section 16 compliance), stock exchange-related and general corporate and commercial matters and had routine interactions with applicable regulatory authorities, including the Securities and Exchange Commission (SEC) and Financial Industry Regulatory Authority (FINRA).

In the mergers and acquisitions area, Chris has represented both buyers and sellers of businesses in a variety of industry sectors in public and private, domestic and international transactions. Chris also has vast experience regarding general commercial matters, including structuring and negotiating joint ventures, and has considerable experience in the hospitality and biotechnology sectors.

Represented companies and underwriters in initial public offerings and secondary offerings valued in excess of $500,000,000.  Responsible for drafting registration statements, responding to SEC comments, complying with exchange listing requirements, finalizing prospectus, drafting all closing documents and conducting the closing.

 

Represented companies and underwriters in conducting private placement equity offerings in excess of $150,000,000. Responsible for negotiating and structuring the offerings, drafting private placement memoranda, subscription agreements, blue sky filings, COBRADesk filings and closing documents.

 

Represented public and private companies in the issuance of debt instruments in excess of $150,000,000, including secured promissory notes, convertible promissory notes, guarantees, bonds, security/collateral agreement and related UCC filings.

 

Represented buyers and sellers in the acquisition, sale and/or merger of public and private companies valued in excess of $250,000,000.   Negotiated and drafted merger agreements, proxy statements, registration statements, and closing the acquisition.

 

Represented public companies in the international reincorporation and reorganization of domestic and foreign entities, including reincorporating from the United Kingdom to Delaware, drafting Scheme Arrangements and related reorganization documents, coordinating conversion of ADRs.

 

Represented companies and investors in the purchase of majority and minority beneficial ownership positions in private and public entities valued in excess of $50,000,000.

 

Represented various entities and management companies in the hospitality industry in connection with the establishment, development and operation of restaurants and hotels.

 

Represented numerous start-up and established companies in multiple different industries in connection with outside general corporate services, including but not limited to biotechnology companies, employee staffing firms, hospitality services, vendor and distribution companies.

Member, Forsyth County Board of Commissioners Industrial Facilities and Pollution Control Financing Authority