$20 Million
Represented issuer in series of Reg. D private equity issuances by growth-stage software company.
DOING DEALS
“... Deals are my art form. Other people paint beautifully on canvas or write wonderful poetry. I like making deals, preferably big deals. That's how I get my kicks.”
~Ed Koch
Doing deals is exciting. For everyone involved. But, there is complexity and some stress. For over 20 years, I have helped business clients build their personal empires and protect their interests. I have represented buyers and sellers, issuers and investors, and startup founders and entrepreneurs in connection with a wide range of complex corporate, securities, credit and other business transactions.
These have included mergers, acquisitions, tax-free reorganizations, recapitalizations, angel and venture capital private-equity investments, secured loans, joint ventures, structuring partnerships, private equity funds, and other similar transactions. I have also acted as outside General Counsel or otherwise acted as "go-to" corporate counsel to businesses. And I have advised clients on complex, sometimes unique, commercial contracts.
To learn more about my Business Transactions Practice, click here.
Below are summaries of selected transactions, General Counsel engagements, and complex commercial contracts that are representative of work I undertake.
Startup Corporate Counsel
Ongoing corporate counsel to e-commerce/fulfillment SaaS company from startup through accelerator to viable going concern.
$4 Million
Represented privately held pharmaceutical compounder in §338(h)(10) stock sale to public-company buyer.
Outside General Counsel
Outside general counsel to international not-for-profit, religious corporation.
$2.5 Million
Represented investor in purchase of secured subordinated note with warrant coverage from major online retailer.
Virtual General Counsel
Virtual general counsel to group of apparel and consumer goods manufacturers and licensing companies.
$11 Million
Represented buyer in acquisition of majority equity stake of data analytics company.
Corporate Counsel
Go-to corporate counsel to growth-stage, music-industry technology and e-commerce company.
$500,000
Represented franchisee-seller in implementing owner's retirement / exit-strategy from her interests in established home healthcare franchise.
Novel Enterprise SaaS Agreement
Negotiated and prepared enterprise level SaaS agreement for industry-disruptive, first-of-kind software platform.
$2.25 Million
Represented buyer in acquisition of trademark portfolio and other assets from haute couture clothing manufacturer.
Major Law Partnership
Formed LLP and prepared complex partnership agreement for marquee-name, criminal-law partnership.
$325,000
Represented seller in sale of assets of private limousine service for $325K cash, assumption of liabilities, and post-closing consulting agreement.
Business Redomiciling
Advised and assisted various clients in re-domiciling businesses, by merger or conversion, from high-tax states to low/no-tax states.
$28 Million
Represented buyer in purchase of oil & gas exploration assets from major industry player.
Legal Officer
Vice president legal affairs for SaaS company providing cause-marketing and employee engagement solutions.
$7 Million
Represented public-company issuer in private placement of Series B convertible preferred stock.
Internet Law Compliance
Prepared terms of use, EULA's and privacy policies for web-based clients, including API, CMS, affiliate programs, and end users.
YOUR RESOURCE FOR COMPLEX MATTERS
I would love the chance to get to know you and your business, for you to consider me a professional resource to help you in the sale, acquisition, or merger of business interests, or to advise you as go-to corporate counsel. Make an appointment now for a free consultation