Practice Areas
Mergers, Business Purchases &. Sales
This practice involves negotiating and draft!ng: (1) asset or stock purchase agreements; (2) merger agreements; (3) leveraged buy-out financing documents; (4) long-term supply agreements; (5) employment and ccnsulting agreements; and (6) loan, serurity and other ftnancing documents,
Private Securities Offerings
This practice involves writing and reviewing: (1) private placement memoranda and compliance with federal and state securities registration exemptions; (2) state blue sky ccmpliance; and (3) general securities law compliance.
General Business
This practice Invelves wriltng and negotiating: (1) documents to form ccrpora~ons, general and limited partne1sh1ps, timited liability companies and joint ventures; (2) shareholder, voting and buy-sell agreements; (3) loan agreements· and security documents; (4) settlement agreements; (5) long-term marl<eting agreements; (6) design, engineering, construction and operating agreements; (7) employment, consulting and nee-competition agreements; (S) patent and technology lkense agreements; and (9) real estate deeds, bUts of sale and (IO) a wide variety of other general bu5lness agreements.
FranchiseLaw
This practice Involves representing franchisers In drafting franchlse disclosure documents, franchise agreements and other franchise compliance documents; state franchise registrations; and representing franchisers and franchisees In all aspects of the franchlse relationshlp.
Dispute Resolution
This practice emphasizes problem solving and dispute nesclution thtO\lgh a9r~nt without litigation when possible. Creative, M'ctiC41 ;wi efficient solutions are sought In a wide variety of matters using negotiation, mediation, arbitration and, only as a last resort, litigation.
New Technologv Commercialization
This prartlce Involves: (1) tonnlng new technology companies; (l) negotiating patent and Intellectual property licenses and sponsored researrh agreements; (3) acquiring stock, assets or meryer of target corr.pan1es; and (4) product distribution and marketing agreements.
Practice Highlights
Successfully consummated more than 75 business purchases, sales or mergers Involving more than $1 billion in the aggregate
Successfully completed 10 registerer! public offerings and over 100 private securities offerings exempt from registration
Successfully closed numerous banI< loans involvmg more than $10 million each ena several tax exempt industrial revenue bond offerings
Sucr:essfully settled multi-million dollar dIsputes involving claims of breach of contract, breach of fidudary duties, securities treua, trenctuse fraud, unfair trade practices, product liability, anti-trust violations, ERISA violations, enviremental violations and Superfund site remediation
Successfully resolved numerous employee claims Involving allegations of sexual harassment, wrongful termination, or discrimination by rcason of age, sex, race, religion, nationalityordisablllty Successfully co-founded 4 emerging technology comparues with exclusive technology licenses Represented national and local franchisers and franchisees
Mission Statement
My mission is to provide clients honest, competent, professional, experienced, effective and efficient legal and advice with civility and respect for all.
This Mission is implemented using:
Extensive professional experience
Practical and creative solutions
Effective negotiation Persuasive advocacy
Personal attention to clients
Commitment to client goals
Prompt response to clients
Determination and enthusiasm
Timely communication
Cost-conscious efforts