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Overview

Chapman and Cutler represents a broad spectrum of financial institutions and issuers in connection with public and private offerings of debt and equity securities in a comprehensive corporate finance practice, including domestic and cross-border private placements and Rule 144A offerings, public offerings, private equity, mezzanine and project finance. Our clients include insurance companies, investment banks, pension funds, foreign and domestic issuers and commercial finance companies. We also counsel issuers with respect to disclosure requirements, stock exchange rules and other matters affecting public companies, including compliance with the requirements of the Sarbanes-Oxley Act.

Concentrations

People

Professional Staff

Insights

Corporate Finance and Securities Updates

  • Client Alert

    On March 19, 2025, the staff of the Division of Investment Management (the “Staff”) of the Securities and Exchange Commission (“Commission”) updated its Marketing Compliance Frequently Asked Questions (“March 2025 FAQs”) to provide no-action relief with respect to the presentation of extracted performance, as well as clarity on whether certain portfolio or investment characteristics constitute “performance” for purposes of Rule 206(4)-1 (the “Marketing Rule”) under the Investment Advisers Act of 1940 (the “Advisers Act”).   

  • Client Alert

    On April 4, 2025, the Division of Corporation Finance (“Corp Fin”) of the Securities and Exchange Commission (the “SEC”) issued a statement (“Statement”) that the offer and sale of “Covered Stablecoins,” as defined by Corp Fin, does not involve the offer and sale of securities within the meaning of Section 2(a)(1) of the Securities Act of 1933 (the “Securities Act”) or Section 3(a)(10) of the Securities Exchange Act of 1934 (the “Exchange Act”). Accordingly, Corp Fin stated that “persons involved in the process of ‘minting’ (or creating) and redeeming Covered Stablecoins do not need to register those transactions with the SEC under the Securities Act or fall within one of the Securities Act’s exemption from registration.”

  • Client Alert

    In its 2024 Supervisory Priorities, the NCUA set out examination priorities based on activities that pose the highest risk to federally insured credit union members (referred to as “credit unions”) and that are responsive to the continuous stream of challenges facing credit unions in this current market. It should come as no surprise to anyone that liquidity risk is once again an examination priority for 2024, as the economic environment continues to be uncertain. This all follows on the heels of the Addendum to the Interagency Policy Statement on Funding and Liquidity Risk Management: Importance of Contingency Funding Plans issued in July 2023 (the “Addendum”), highlighting the importance of contingency funding plans as a crucial component of managing funding and liquidity risk. 

  • Conference
    February 4-7, 2024

    Chapman is a proud sponsor of the 2024 Private Placements Industry Forum (PPIF) where partner Tony Yager is serving as conference chair for the 11th consecutive year.

  • Conference
    January 23-26, 2023

    Chapman is a proud sponsor of the 2023 Private Placements Industry Forum (PPIF) attended by Chapman's Corporate Finance Department attorneys.

Engagements

We have always been focused on finance.

  • 1913
    TS Chapman partners with Henry Cutler to form Chapman and Cutler
  • 1st
    Chapman's first client in 1913 is still a client of the firm today
  • 22
    Diverse financial practices serving regional, national, and global clients
  • 6
    Offices across the country and in key US financial centers

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