Transaction Practice

Transaction Practice

Business Mergers and Acquisitions

Our attorneys have a broad range of general business and corporate experience which includes advice and counsel to clients regarding the acquisition and sale of businesses (stock and asset transactions), capital financing transactions, corporate governance, franchise operations, negotiation and drafting of commercial agreements and secured transactions.

Other areas of substantial practice experience include the representation of start-up and existing ventures in the negotiation, structuring, formation, documentation and financing of limited partnerships, limited liability companies, corporations and joint ventures.

Our practice also encompasses the negotiation and drafting of agreements relating to shareholders, executive employment (including parachute and non-competition provisions) as well as strategic and succession planning.

Significant transactions include:

  • Assessment, consultation and drafting of documentation for the restructure of a privately held international seller of nutritional supplements.
  • Assessment, consultation and drafting of documentation for the restructure of a privately held aerospace engineering and software development firm.
  • Negotiation and drafting of numerous owners agreements (Shareholder and Member) involving complex valuation formulae and multiple disposition provisions.
  • Negotiation, drafting and consummation of numerous Partnership Agreements, Stock Purchase Agreements and Asset Purchase Agreements
  • Representation of Texas-based formulator and distributor of nutritional supplement products in its projected expansion into Asia.
  • Representation of the owners of a general partnership holding undeveloped real estate worth approximately $5 million in the conversion of the general partnership to a limited partnership and the sale of an approximately $2.5 million limited partnership interest in same.
  • Representation of a closely-held corporation in its cash (and liability assumption) for assets acquisition of a $2.5 million cold storage warehouse business.
  • Representation of purchaser of the stock of a local underground cabling contractor in a series of related transactions culminating in sufficient degree of unified ownership in order to qualify for woman-owned SBA status pursuant to 13 CFR Part 124.
  • Representation of a defense industry subcontractor in the negotiation and execution of its subcontract with the prime government contractor.
  • Creation of complete set of employment-related agreements for wholly-owned subsidiary of a Dallas-based software company, including Senior Executive Employment Agreement; Technical Employment Agreement; Employment Offer Letter; and Confidentiality/Work Product Agreement.