Our firm counsels clients in, and drafts and reviews legal documentation for, many types of transactions and business problems, including but not limited to:

  • Entity Formation and Governing Documents-- Limited Liability Company, Corporation, Partnership, Limited Partnership
  • Capital Structuring and Restructuring and Recapitalization -- Preferred Stock, Options, Warrants, Convertible Debt. Preferred Membership Interests, Tiered Partnership Interests, Capital Exchanges and Conversions
  • Private Capital Raising -- Private Placement Memorandums, Rule 506 offerings, 4(2) Statutory Private Placements, Associated Federal and State Filings, Finder and Investment Engagement Agreements, Contribution Agreements, Negotiated Equity and Debt Issuances
  • Business Acquisition and Disposition -- Asset Purchase and Sale Agreements, Equity (Stock, Partnership, LLC) Purchase and Sale Agreements, Mergers, Exchanges and Conversions
  • Acquisition and Disposition of Investment Interests in Private Companies
  • Ownership Transition Transactions for Private Companies
  • Employment, Consulting, Advisor Agreements and Compensation Arrangements for Executives, Key Employees, Consultants and Advisors
  • Private Investments and Private Sale of Restricted Securities in Public Companies
  • 144 Sales of Restricted or Control Securities in Public Companies
  • Business Debt Financing -- Bank or other Lender Loan, Credit or other Financing Agreements and related security and credit enhancement instruments
  • Real Estate Transactions -- Acquisition and Disposition Agreements, Real Estate Financing, Commercial Leases, Property and Asset Management Agreements, Use and License Agreements
  • Other Commercial Transactions -- Personal Property, Equipment and Intangible Property Leasing, Sales and Purchases; Secured Transactions; Agreements for Purchase of Goods or Services; Startup Development Agreements; other commercial and business contracts
  • Miscellaneous Business Agreements -- Noncompetition, Consulting, Confidentiality, Shareholder, Voting, Right of First Refusal, Buy Sell Agreements, Letters of Intent and Agreements in Principle, Releases, Indemnities
  • Negotiation and Settlement of Business Disputes -- Internal disputes among owners and other principals, external disputes between company and third party vendors and suppliers
  • Advising Dissenting Investors in Private Companies and Advising Private Companies in Dealing with Dissenting Investors -- Development, Implementation and Use of Negotiated Resolutions, Redemptions, Arranged Sales and Other Events
  • Compliance with securities laws applicable to privately held enterprises
  • Advice and Counsel regarding due diligence, analyses, strategies and tactics for business operational and fundamental transactions