Mergers and Acquisitions

We assist clients with the sale and purchase of businesses. The firm represents buyers and sellers in a wide variety of business transactions, including:

  • Tax-free acquisitive mergers and reorganizations, including subsidiary/triangular reorganizations
  • Tax advice and planning for purchasers and sellers
  • Stock, partnership and LLC interest redemptions, purchases and sales, as well as options, puts, calls, debt conversion interests and preferred equity interests
  • Venture capital and private equity investments and exits
  • Financing agreements, including promissory notes, security agreements, pledge agreements and venture capital agreements

We advise, assist and draft transaction documents related to all stages of the business transition process, including:

  • Confidentiality agreements and initial due diligence
  • Letters of intent and term sheets
  • Negotiation of deal terms and formal agreements
  • Formal transaction agreements
  • Ancillary agreements, including employment agreements, consulting agreements, earn-out agreements, noncompetition agreements, nonsolicitation agreements, lease agreements, promissory notes, security agreements, officer certificates, entity resolutions and other closing documents