
Representative Transactions

Entrepreneurial
Client: Start-Up
Goal: Client sought advice on a variety of start-up issues.
Approach: We met with the client to discuss and advise on governance structure, equity structure, stock vesting and buyback, compensation policies and founder agreements.
Result: Successful Start.
Client: Start-Up
Goal: A local entrepreneur asked us to help her start a new business.
Approach: We helped develop the business plan, formed the limited liability company, helped negotiate the lease for her premises, and structured the initial equity and debt investment into the business.
Result: Successful transaction.
Client: Start-Up Healthcare Company
Goal: Client had started business, but needed help formalizing corporate and equity matters, investor relations, and negotiation of several important consulting and vendor agreements.
Approach: We worked through the business issues with the founders to identify, scope and resolve key relationships
Result: Successful project, still ongoing.
Client: Consumer Products Business
Goal: A group of entrepreneurs started a luxury products business. We were brought in at the early stage to assist in growth.
Approach: We assisted them in their company organization and business planning; assisted in structuring and closing several rounds of financing; negotiating contracts with manufacturers; advising as to corporate governance issues; and working with overseas counsel to open an office in Europe.
Result: Successful set of transactions.

M&A - Purchase and Sale of Business
Client: Specialty Item Branding Company
Goal: Two founders started a specialty item branding company. We helped structure a limited liability company and operating agreement. When a buyer made an offer to buy the company, we helped negotiate the acquisition, worked through problems between the two founders that jeopardized the sale, and were able to close the acquisition.
Result: Successful start-up and subsequent sale of business.
Type of Client: Family-owned manufacturing business
Goal: The owners wanted to retire from the business, and the senior management wanted to buy the business
Approach: We assisted the buyers in due diligence, negotiating the employee buyout transaction, the asset purchase contract, and the bank financing.
Result: Closed the transaction.
Type of Client: Consulting Business
Goal: Client has built a successful business, and now wants to sell the business.
Approach: We are assisting the client in setting and negotiating terms of the acquisition and due diligence process.
Result: In process.
Client: Advertising Company
Goal: A successful entrepreneurial team had grown their business to the level that attracted the attention of a nationally known major corporation. The founders decided to sell the business.
Approach: We negotiated the sale agreement, which included an earn-out provision over several years post-closing. We closed the transaction and monitored the earn-out until the full purchase price had been paid. When a dispute arose as to the final earn- out amount, we were able to demonstrate that the buyer’s calculations were incorrect, and resolved the dispute in the client’s favor while avoiding litigation.
Result: Successful transaction
Type of Client: Asian-based Food Company
Client’s Issue: Acquisition of a business
Approach: This company wanted to acquire a U.S. food company which was for sale by auction. We worked with the buyer and their investment bankers to guide them through the auction process, helped them win the auction bid, assisted in the due diligence process, and assisted in negotiating the financing and closing the acquisition
Result: Closed Deal.
Type of Client: Large manufacturing company
Client’s Issue: Wanted to sell an operating division
Approach: We represented the seller in the due diligence process, negotiation and closing of the sale
Result: Successful sale.