Mergers & Acquisitions
- Buying or Selling a Business
- Reorganizations & Tax Planning
- Public and Private Financings
- Purchase & Sale of Assets
- Bank Mergers & Acquisitions
- Business Combinations
- Bankruptcy Court Transactions
- Stock Options & SARs in an Acquisition
- Representation of Finders and Brokers
- Divestitures
- International Subsidiary Sales
- Leveraged Buyouts
- Premerger Notification
- Spin-offs
- Advice on Sale Transactions
Corporate Finance
- Private Equity Transactions
- Debt and Equity Finance
- Financial Institution Representation
- Bank and Institutional Lending
- Reorganization and Restructuring
- Hedge Fund Organization and Regulation
- Public and Private Offerings and Financings
- Real Estate Financing
- Tax Planning for Business Financing Transactions
- Asset Based Finance Projects
- Factoring Transactions
Corporate Law
- Business Formation and Planning
- Corporations, Partnerships & Joint Ventures
- Business Divorce of Owners
- Delaware Corporations
- Stock Options & Stock Appreciation Rights
- Public & Private Offerings and Financings
- Tax Planning for Business Transactions
- Non-Profit Corporations
- Sole Proprietorships
- Indemnification Agreements for Directors & Officers
- Strategic Business Planning
- Succession of Businesses
- Small Business Corporations
- Closely-held Corporations
- Family Corporations
- Directors and Officers Representation
- Professional Corporations, Partnerships & Associations
- Conversion from one Entity to Another
- Asset Protection Strategies & Planning
- General Business Matters
- Venture Capital
Limited Liability Companies
- Organization & Formation
- Buying or Selling LLCs and their Membership Interests
- Mergers, Reorganizations & Conversions of LLC
- Private Offerings and Financings for LLCs
- Partnerships & Joint Ventures using LLCs
- Employee Benefits in LLCs
- Tax Planning for LLC Transactions
- Manager & Member Representation
- Delaware, California, New York, and other state LLCs
- Dissolution of LLCs
Banks & Financial Institutions
- Sale and Acquisition of Banks
- Debt and Equity offerings
- Banking, Credit Union, Thrift & Finance Regulatory Issues
- Executive Officer Contracts and Benefit Plans
- Conversion and Reorganization of Banks and Saving Banks
- Formations of Banks, Bank Holding Companies, Credit Unions and Saving Banks
Intellectual Property Law
- Trademark application preparation, registration, and prosecution, both domestic and international
- Patent application preparation and prosecution, both domestic and international
- Intellectual property agreements, including licenses, assignments, and more
- Licensing and distribution agreements
- Due diligence investigations
- Protection of trade secrets and proprietary information
- Employee issues, non-disclosure agreements, and work-for-hire contracts
- Internet matters, security software protection, and software licensing
- Technology contracts, including government contracts
- Copyright application preparation, registration, and prosecution
- Maintenance fees and renewals
Employment & Executive Contracts
- Employee Contracts/Employee Agreements
- Hiring and Termination Issues
- Non-Competition Agreements
- Employee Non-Disclosure Agreements
- Discipline and Discharge
- Wages, Hours and Compensation
Partnership Law
- Formation of Partnerships
- Buying or Selling Partnerships & Partner Interests
- Acquisitions & Reorganizations of Partnerships
- Private Offerings and Financings for Partnerships
- Joint Ventures among Businesses
- Organization of Private Equity Funds and Hedge Funds
- Corporate Partnerships
- Dissolutions
- Tax Planning for Partnerships & Franchise Tax Planning
- Family Partnerships & Limited Partnerships
- Investment Partnerships
- Limited Liability Partnerships
- Limited Partnerships
- Delaware, California, New York, and other state Partnerships
- Conversions to or from a Partnership
- Real Estate Partnerships
Healthcare & Medical Practices
- Organizing & Representing Professional Associations
- Medical Office Building Purchases & Partnerships
- Contracts with Hospitals & Third Party Payors
- Laboratory Agreements
- Pharmacy Transactions
- Stark Regulation Issues
- Medical Directorship Agreements for Hospital Based Practices such as Pathologists, Radiologists and Anesthesiologists
- Sales & Mergers of Practices
- Nursing Home purchases and sales
Real Estate
- Property Acquisition and Disposition
- Restaurant Land Development
- Commercial and Residential Construction
- Leasing and Management
- Due Diligence
- Commercial, Industrial, Retail, Office, Apartment, Condominium and Residential Properties
- Foreclosures – Loan Workouts
- Landlord & Tenant
- Title Disputes
- Tax Planning for Real Estate Transactions
- Tax Free Exchanges of Property
Energy Service Businesses
- Acquisition and Sale of Facilities and Divisions
- Licenses, Easements and Real Property Contracts
- Pipelines
- Waste Treatment Projects
- Barge, Transportation and Equipment Contracts
- Customer Service Contracts
- Trucking and Transportation Agreements
- Asset Liability Planning or Corporate Reorganization
Securities
- Public and Private Offerings & Finance including IPO’s and Private Placements
- Underwriter Representations in Offerings and Sales Transactions
- Restricted Securities or Rule 144 Counseling and Planning
- Broker-Dealer Registrations, Filings and Stockbroker Disputes
- Stock Option Plans and their Registration
- Shareholder Agreements, Registration Rights and Disputes
- Securities and Exchange Commission Regulatory and Compliance Work
- Hedge Fund Organization and Offerings
- Blue Sky Law and Foreign Securities Law Compliance
- Debt and Equity Finance and Offerings
Tax
- Business Formation – Tax Planning
- Planning for and Addressing Concerns Regarding:
- Corporate Taxes
- Partnership Taxes
- Texas Franchise Taxes
- Employment Taxes
- S-Corporations
- Employee and Executive Compensation Issues Including:
- Stock Options
- Deferred Compensation Plans
- Section 83(b) Elections
- Real Estate Transactions, Including:
- Like Kind (Section 1031) Exchanges
- Property Sales & Leasing
Business Restructuring
- Creditors’ Rights
- Sales and Purchases of Distressed Assets
- Secured Creditor Lien Claims
- Board of Directors Fiduciary Duties
- Lender Forbearance and Workout Agreements
- Commercial Real Estate and Landlord-tenant Issues
- Exit Financing Arrangements
Private Equity & Venture Capital
- Venture Capital Formation and Planning
- Private Equity Financing and Investments
- Mezzanine Finance
- Negotiation of Term Sheets
- Preferred Stock/Convertible Subordinated Note Issue
- Co-sale Agreements
- Venture Capital Investment
- Employee Stock Purchase Agreements and Vesting Agreements
- Registration Rights Agreements
- Stock Option Plans
- Early Stage Financing
- Private Placements of Equity & Debt
Recycling & Renewable Energy
- Acquisition and Sale of Waste and Recycling Facilities
- Financing Transactions for Recycling Businesses
- Recycling and Commodity Handling Agreements
- Resource Efficiency Agreements
- Transportation and Common Carrier Issues
- Facility Support Services Agreements
- Alternate Energy Financing
- Wind Energy Projects
- Ethanol Generation Projects & Transportation
Cryptocurrencies & Blockchain Technology
- Legal consulting regarding S.E.C. treatment of cryptocurrencies, blockchain technology, and initial coin offerings (ICOs)
- Blockchain company formation, mergers, and acquisitions
- Tax treatment of cryptocurrencies
- Due diligence investigations and technical consulting
- Treatment of cryptocurrencies and blockchain assets in divorce cases
- Contracts and agreements for cryptocurrencies and blockchain assets
- Protection of cryptocurrencies and blockchain assets