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MERGERS, ACQUISITIONS, AND OTHER BUSINESS TRANSACTIONS

We offer our clients highly responsive legal advice on mergers, acquisitions and other business transactions. Our lawyers have in-depth experience in the various legal disciplines that must be brought to bear to achieve and execute each transaction. Our focus is on minimizing risks while maximizing benefits. Our attorneys handle complex mergers and acquisitions in the private and public markets. We develop an innovative and collaborative strategy and structure, for our clients through persistent and creative approaches to problems and issues. We cover a wide range of industries and technologies in our work. In addition to our considerable corporate and securities expertise, our partners and counsel have a wealth of experience in specialty areas such as capital markets and finance, tax, employee benefits and ERISA, intellectual property and real estate. Over the course of their careers, our lawyers have represented public and private companies, institutional investors and other firms on all types of mergers, acquisitions and business transactions, including tax–free and taxable purchases and sales of equity in operating and investment companies, acquisitions of targeted assets and divisions and spin-offs. We also have extensive experience representing clients in forming, restructuring and disposing of joint venture, partnership or limited liability company interests.

Our lawyers are very knowledgeable on the securities laws and they have represented clients in connection with mergers and acquisitions of public companies, proxy solicitations, exchange offers and with respect to disclosure obligations related to such transactions and contests. Our mergers and acquisitions practice is bolstered by our experience in corporate governance matters. Our lawyers are knowledgeable about the duties of boards of directors and executive officers regarding significant transactions and takeover readiness.

We offer our clients practical yet innovative advice with respect to structuring partnership and joint venture arrangements, including negotiating and documenting operating agreements, licensing arrangements and co-branding arrangements. We advise on the best structure for the deal among the venture partners, the tax impact of such structure and arrangements, management and governance matters and on the particular issues, including MWBE certification, RFP responses and qualifications, and the impact of such arrangements on commercial or other relationships.