Purchases and Sales of Businesses
Our experience includes representing both sellers and purchasers of privately and publicly held businesses in taxable and nontaxable transactions. Our lawyers advise clients regarding transaction structure and legal terms, assist in negotiating the transaction, prepare documents necessary to effect the transaction and handle closings. We provide necessary advice on issues involving tax, antitrust, securities, employment, real estate and other law relevant to a specific transaction.
Buy-Outs, Reorganizations and Restructuring
We advise clients regarding buyouts, reorganizations and restructuring of businesses to achieve various objectives, including management and owner succession plans, liquidity, estate planning and resolution of conflicts among owner groups. We have significant experience with management buyouts, leveraged buyouts and other specialized acquisition transactions. We prepare the documents and take other legal steps necessary to implement these transactions.
Financing
We have broad experience in helping businesses obtain both debt and equity financing for acquisitions and other purposes. Our experience includes bank and other institutional debt financings, work with buyout funds, other debt and equity private placement financings, equipment leases, research and development limited partnerships, and public offerings.
Organization of Business Entities
An acquisition sometimes requires the formation of a new business entity. We advise clients regarding all aspects of organizing a new company, including alternative business structures; issuance of stock or other equity to founders; buy-sell, voting or other agreements among owners; and employment agreements and employee incentive arrangements. Our experience includes organizing large and small privately and publicly held corporations and partnerships, Subchapter S corporations, limited liability companies, real estate investment trusts, professional corporations, mutual funds and nonprofit organizations.