Corporate Transactions

We represent our business clients in a proactive and efficient manner.  We have broad experience in representing our clients in structuring, negotiating and documenting corporate transactions, including: 

  • Mergers and acquisitions for private companies, including advice regarding transaction structures and related tax considerations, due diligence activities and negotiating and drafting of term sheets, letters of intent and definitive documentation for mergers and reorganizations, leveraged buy-outs, purchases and sales of assets or stock and recapitalizations
  • Financing transactions, private placements of equity or debt securities and debt transactions, such as bank loan agreements, promissory notes, security agreements and related documentation
  • Strategic alliances, joint ventures and other partnering transactions

We represent companies seeking venture capital, private equity & angel investments, including negotiation and drafting of:

  • Term sheets
  • Letters of intent
  • Definitive documentation, including: purchase agreements, investor rights agreements, co-sale agreements and voting agreements

We provide advice regarding structuring of transactions involving:

  • Preferred stock
  • Convertible promissory notes
  • Convertible subordinated debentures
  • Warrants
  • Other securities

We negotiate and draft of a wide variety of agreements, including:

  • Distribution agreements
  • Sales representative agreements
  • Consulting agreements
  • Employment agreements
  • Indemnification agreements
  • Shareholders’ agreements
  • Loan agreements (and related promissory notes and other documents)
  • Security agreements