Our representation regularly involves preparing documents relating to the matters listed below, as well as assistance with contractual problems, regulatory matters and shareholder relations. Overall, we work closely with our clients' officers and directors to assist them in meeting their legal responsibilities. Since financing is a significant element in any organization's ongoing success, clients rely on our experience with diverse financing options, including public offerings and private placements of debt and equity, venture capital transactions and leveraged buyouts. We are also experienced in the special legal requirements for franchising and distributorships. Often, our work involves representing and advising independent committees of the boards of directors of public companies concerning compliance with special fiduciary duties.

Much of our corporate practice focuses on mergers and acquisitions as companies grow. We represent both buyers and sellers of businesses throughout the United States. Typically, when we become involved in acquisitions as part of the initial evaluation team, we keep ourselves and our clients up-to-date on the business aspects, risks and legal considerations of the transaction. We review legal documents and financial statements, assist in drafting the letter of intent and formal agreements, perform comprehensive due diligence prior to deal consummation, and coordinate the closing. Afterward, we follow through on post-consummation matters and provide transition team assistance in dealing with employment-related and regulatory matters.

Our attorneys provide legal advice and representation in the following areas:

Anti-trust Business Formation Contracts Corporate Governance Corporate Operations Debt and Equity Financing Director and Officer Advice Distributorships Employee Policies ERISA Compliance Executive and Employee Compensation Plans Financing Franchising and Distributing Installment Sales Intellectual Property Joint Ventures Leases Leveraged Buyouts Leveraged Lease Transactions Licensing

Limited Liability Companies Mergers and Acquisitions Non-competition Agreements Nonprofit Organizations Partnerships Passive Activity Loss Management Private Placements Public Offerings Recapitalizations and Exchange Offers Regulatory Matters Sarbanes-Oxley Act Compliance SEC Reporting Requirements Securitizations Shareholder Agreements Strategic Planning Taxation Tender Offers and Takeovers Venture Capital Financing Voting Agreements