We counsel our clients in all areas of business and corporate growth, from financing
to commercialization of strategic assets, to mergers and acquisitions, to corporate
governance and succession planning. Our goal is to champion our clients’ business
interests, mitigate potential risks and position them for success.
Our business clients consist of entrepreneurs, emerging and established privately-held companies, publicly-held multi-national companies and institutions. These clients are
engaged in such businesses as industrial gases, computer hardware and software,
printing, manufacturing, biotechnology, mining and higher education. We also
represent venture capital firms, private investors, commercial banks and other
investment institutions and issuers.
We approach each business transaction and negotiation with an eye toward the
client’s business, its stage of growth and industry and its overall business strategy.
Keeping this strategic perspective in mind, we consult with our securities, tax,
employment and litigation colleagues, where appropriate, in order to assess and
advise our clients on regulatory and compliance issues and potential risks.
Emerging Company Counseling: We advise our emerging company clients on the range of legal business issues
that arise from inception through initial and subsequent financings and evolution into established companies.
We advise these clients on appropriate business and capital structures and, in that process, address the costs
and benefits of selecting a corporate, limited liability company or partnership solution and the effective use of
founder’s stock, warrants, preferred stock, convertible debt and other forms of debt and equity. We also counsel
these clients on employee benefit planning issues, including the use of stock options, restricted stock grants,
stock appreciation rights, phantom stock and other forms of equity compensation, and employment agreements.
We also assist these clients in developing their initial intellectual property strategy.
General Corporate Counseling: We work with our
established clients through internal growth and
acquisitions, product development and commercialization
and market penetration, whether in domestic or
foreign markets. We advise clients on and structure
public and private financings, as well as taking public
companies private. In addition, we assist clients in
complying with corporate governance requirements,
negotiating contracts for products and services
and handling employment matters. We maintain
close relationships with law firms in many foreign
jurisdictions in order to assist clients effectively in
international matters.
Mergers, Acquisitions and Dispositions: We handle
all aspects of mergers and acquisitions, including
the negotiation and drafting of letters of intent and
acquisition documents and the performance of due
diligence investigations. We frequently serve as
lead counsel in multi-jurisdiction transactions. We also provide
complementary advice on securities, tax, intellectual
property, employment and labor issues.
Commercial Alliances and Technology Licensing:
We provide our information technology, biotechnology,
e-commerce business and university clients with
creative legal advice on protecting and leveraging
their intellectual property assets through licensing,
joint ventures and other strategic alliances domestically
and internationally.
Banks, Venture Capital Firms and Other Issuers:
We negotiate and document secured and unsecured
commercial loans of varying sizes and complexity
on behalf of our banking clients. On behalf of our
venture capital clients, we negotiate and document
sophisticated financing transactions involving local,
regional and national businesses.
