We serve as outside general counsel to privately-held businesses of all sizes in a wide range of industries and professions.  Our corporate attorneys draw on both their legal knowledge and extensive business experience to assist clients in effectively responding to the opportunities they encounter and the challenges they face in operating their businesses, including in the following areas:

• Choice and formation of legal entities
• Corporate governance matters
• Mergers and acquisitions
• Spinoffs and divestitures
• Recapitalizations and redemptions of ownership interests
• Joint ventures
• Ownership and management succession planning
• Buy-sell agreements
• Business divorces
• Purchase, sale, lease and licensing transactions
• Manufacturing, vendor and supply agreements
• Representation and consulting agreements
• Due diligence for contemplated transactions
• Protection of intellectual property and other assets
• Agreements for key employees
• Stock option plans
• Employee stock ownership plans
• Securities transactions

Representative transactions:

• Sale of metal strapping business in the United States and Canada to a Fortune 500 company for a sale price of $125,000,000
• Stock sale of $41,000,000 for a metal service center with locations in seven states
• Sale of approximately $100,000,000 Health Savings Account portfolio to one of the Blue Cross companies
• Acquisition of proprietary software, negotiation of a co-development agreement with original developer software, and formulation of agreements governing subsequent licensing of software to major utilities throughout the United States
• Development of shareholder agreement delineating rights and obligations of 20-plus stockholders with respect to transfer, encumbrance and other dispositions of corporate stock
• Acqusition of certain road striping and traffic sign assets by East Coast private equity fund
• Stock offering for multiple tranches of preferred stock for a bank holding company
• Acquisition and recapitalization of a local community bank by investor group
• Offering of subordinated notes and the preparation of offering memorandum, subscription agreement and related exemption documents for a bank holding company