Client Success Stories – Recent Representative Projects

 Business Sales

Represented the owner of 50+ franchise restaurants in negotiations with several prospective purchasers and completed the successful sale to the third prospective purchaser.  Included in the sale was the negotiation and finalizing of property leases on forty-six of the properties on which the restaurants are operated that are owned by the seller of the franchises.

Represented the owner and operator of a veterinary practice in the sale of the practice and the independent contractor agreement between the seller and new owner of the practice.

Business Purchases

Represented a professional engineering services firm in the acquisition of a professional engineering services firm structured as a stock purchase in exchange for consideration valued at $5 million consisting of cash, convertible promissory notes and shares of common stock of the purchaser.

Represented a professional engineering services firm in the acquisition of a professional engineering services firm via a tax-free reorganization in exchange for consideration valued at $1.8 million consisting of common stock of the purchaser (delivered on a tax-free basis) and cash.

Represent a trade show and exhibit design business in connection with the acquisition of similar businesses via asset purchases as part of the geographic expansion into Chicago (2012), Salt Lake City (2014) and St. Louis (2015).   Transaction values of $2.4 million, $1.2 million and $1.1 million, respectively.

Capital Raising

Represented the minority owners of an oil pipeline manufacturer in connection with the buyout of the majority shareholder and restructuring of the company’s line of credit.  The buyout is valued at $9 million and the line of credit is in the amount of $__ million.

Representing a development stage company that provides proprietary products that produce power, heating and cooling for facilities and homes solely from natural or propane gas.  Initial seed funding of $1.2 million has been completed and second stage capital raising efforts in pursuit of $2.5 to $5 million are in process.

Represented the current owner of an oilfield valve manufacturing business in connection with the addition of a new partner and owner with a new investment of $2.5 million.

Employment Related Projects

Structured and implemented Stock Option and Stock Compensation Plans for three businesses.  Each Plan provided for

Trademark Applications

Prepared and file applications to register trademarks for 6 businesses in the past couple of years.

Customer and Vendor Services Agreements

Prepared and implemented customer service and/or vendor service agreements, including in some instances the purchase order and confirmation forms, together with terms and conditions, for several businesses in diverse industries:

Industrial Air Conditioning Manufacturer

Oilfield Product Supplier

Micro-Generation Product Manufacturer

Represented the landlord in connection with a long term (twenty years plus several 5 year renewal terms) triple net lease to a national fast food restaurant franchisee.

Types of Agreements:

Confidentiality

Employment

Independent Contractor

License

Lease

Asset Purchase

Stock Purchase

Option Awards

Loan

Customer Service

Piggy-Back and Registration Rights