THE FIRM

In the legal trade, we call this M&A, or mergers and acquisitions. Michael has handled personally dozens of company acquisitions and sales throughout his career, ranging in size from less than $250,000 to over $100 million, from the simple to the complex. For many clients, buying or selling a business is the most important financial transaction of their life. A once- (or maybe twice-) in-a-lifetime transaction, that can be bewildering, stressful, downright scary and exhilarating – all at the same time. We take the time to explain the process, the importance of various documents and provisions and we don’t shy away from offering our thoughts on what terms we would accept if we were the buyer or seller. While we strive to get the best deal possible for our clients, we also understand that a good deal done is better than the best deal that never closes. We are deal lawyers and we like to get deals closed.

All businesses have commercial agreements – whether your own form agreements or contracts with suppliers, consultants and others. We assist with a full range of commercial agreements, including supply, manufacturing, distribution, consulting, master services, confidentiality and restrictive covenant, office/retail leases and other commercial and business agreements. In addition to thinking about commercial agreement terms that are good for today, we strive to look forward and consider what your business will need in the future, especially if a sale of the business is a possibility. With many years of M&A experience, we are particularly adept at reviewing and updating your form documents so that they not only offer you a reasonable level of protection, but are also something that your clients or customers will be willing to sign and that will not unduly interfere with a possible future sale of your business.

Whether you are looking to form a limited liability company, corporation or limited partnership, or you want to start a business, but don’t know what form is best for you, we can help you think through the various issues that arise when forming a new business and prepare the necessary documents. These documents may include shareholder, limited liability company operating, partnership and similar agreements; buy/sell agreements; employment, confidentiality and intellectual property assignment agreements; and equity compensation and incentive plans. In our experience, the trick when forming a new business is balancing the excitement and desire to get going against the need to be thoughtful and through on the front-end in an effort to avoid problems in the future. Sometimes, this takes a bit longer than cookie-cutter solutions or documents. But, investing a bit more in the beginning can help avoid much more significant expenses and distractions in the future.

For select clients, we offer a managed legal services program, a customized suite of services intended to provide clients with on-going legal support on a pre-paid basis. The theory behind offering a managed legal services program is two-fold. First, clients receive on-going legal support and build the cost of that support into their budgets. As the cost is budgeted, clients can have their legal issues addressed without worrying about “what is this going to cost me”? Addressing the small issues promptly often avoids a much more significant issue in the future. Second, and perhaps more importantly, the firm has the opportunity to build a strong relationship with the client and a deeper understanding of the client and its business. Better understanding promotes better service. Where managed legal services are not a good fit, we provide general corporate counseling and related services on an hourly basis.