Corporate, M&A & Securities

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  • Represented a national safety service patrol and traffic incident management service provider in the sale of its business to a private equity-backed purchaser.

  • Acted as counsel to an imaging technology and related production services provider in the sale of its business to a private equity-backed purchaser.

  • Advised a strategic purchaser in the acquisition of a local accounting firm.

  • Represented a coffee roaster and co-packing services provider in the sale of certain lines of its business to strategic buyers.

  • Advised the seller in the sale of its fire suppression services business to a private equity-backed purchaser.

  • Served as counsel to seller in connection with the sale of the assets of a company primarily manufacturing and selling plastic bag machines.

  • Advised seller in connection with the partial sale of a company operating in the music and entertainment space.

  • Represented a water purification company in the sale of its business to a private equity-backed purchaser.

  • Acted as counsel to an electrical contractor specializing in emergency storm restoration in the sale of its business to a private equity-backed purchaser.

  • Served as to a counsel construction consultation and damage assessment/estimating firm in the sale of its business to a private equity-backed purchaser.

  • Advised the purchaser of an event planning and logistics business.

  • Represented a physical therapy practice in the sale of its business to a private equity-backed purchaser.

  • Served as counsel to the seller in the sale of merchant processing portfolio to a leading national payment processing company.

  • Represented the buyer in the acquisition of select health care assets and associated real property.

  • Represented buyer in acquisition of substantially all assets of a regional fuel distribution company, including associated real property.

  • Represented an Investment Advisor Representative in sale of book of business to a Registered Investment Advisor.

  • Advised a stockholder of a closely held corporation in connection with the acquisition of the other two stockholders’ shares, resulting in our client becoming the corporation’s sole stockholder.

  • Acted as counsel to a partner in a personal injury firm (who also co-owned an immigration firm) in a restructuring transaction that resulted in our client acquiring 100% ownership of the personal injury firm, with the co-owner acquiring 100% ownership of the immigration firm.

  • Advised an owner of an interest in a dental service organization in connection with the roll-up of that interest into a private equity platform.

  • Acted as counsel to a historic New York culinary brand in negotiating and forming a joint venture to launch and expand a fast-food restaurant chain.

  • Counseled a prominent professional athlete on a range of commercial ventures involving equity grants and related deal terms.

  • Represented seller in connection with the acquisition (via equity sale) of a company selling various homebuilding goods, such as lumber, sheet goods and engineered wood products.

  • Advised seller in connection with the acquisition (via equity sale) of a company offering the sale and installation of fire protection systems.

  • Served as counsel to buyer in connection with the acquisition (via asset sale) of an adult treatment facility for drug and alcohol addictions.

  • Represented seller in connection with the reorganization and sale (via equity sale) of a managed information technology company to a private equity-backed purchaser.

  • Advised buyer in connection with the acquisition (via asset purchase) of an insurance company.

  • Represented buyer in connection with the acquisition (via asset purchase) of a shipping less than truck load logistics business.

  • Acted as counsel to partners of a professional firm in a negotiation of compensation for lost benefits in connection with a “business divorce.”

  • Advised estate in connection with the sale (via membership interest sale) of an entity, which held an interest in real property to be developed by the acquiror.

  • Served as counsel to company in negotiating a license and distribution agreement for a medical device, and obtaining an investment and a 5-year option to purchase the company’s U.S. operations.

  • Acted as counsel to a limited liability company in raising equity funding.

  • Represented shareholders of a company in connection with its acquisition by a public company.

  • Served as counsel to creditor and purchaser in a Chapter 363 bankruptcy asset sale in connection with a Chapter 11 bankruptcy filing.

  • Acted as counsel to purchaser of a regional boutique retail store via an asset sale.

  • Advised purchaser of a regional aviation business via asset purchase agreement and secured lending.

  • Represented a chocolate manufacturer, distributor, and retailer in restructuring its entire operations to add in and capture additional revenue, reduce costs and limit liabilities.

  • Represented franchisor in the termination of its franchise.

  • Represented a major influencer in a landmark cosmetics integration to create a new line of products worldwide.

  • Represented a client in entering into a joint venture to acquire former hotel locations and conversion into rental properties.

  • Represented a comedian in creating a new line of alcohol products featuring client’s name, image and likeness.

  • Drafting of corporate documents in connection with the creation and implementation of a “next-generation” ownership and management succession plan for a physical therapy management company.

  • Represented artists in connection with the establishment of a music streaming business and the funding of the new enterprise.

  • Represented franchisor in connection with transfer of its franchise.

  • Represent a high-profile individual in connection with a toothbrush endorsement and equity grant.

  • Represented a stockholder in connection with the amendment of the company’s stockholders’ agreement to reflect changes in ownership and work obligations of the shareholders based on first generation shareholder’s pending retirement.

  • Represented an emerging music industry enterprise in seed and Series A funding rounds.

  • Represented a start-up client in the sale of SAFES and entering into consulting and advisory agreements with software developers and industry participants.

  • Represented investment funds in connection with private placements.

  • Represented a public company in initiating a stock buy-back program.

  • Represented seller in connection with the sale (via asset sale) of a healthcare billing company to a private equity-backed purchaser.

  • Represented seller in connection with the bifurcated sale (via asset sale) of its accounting practice and its tax and advisory practice.

  • Represented insurance company in connection with an acquisition (via asset purchase) and subsequent sale (via equity sale) of the insurance company to a private equity-backed purchaser.

  • Represented seller in connection with the reorganization and sale (via equity sale) of a bakery equipment company to a private equity-backed purchaser.

  • Represented buyer in connection with the acquisition (via asset purchase) of a power tool and accessory distributor.

  • Represented buyer in connection with the acquisition (via asset purchase) of a comprehensive substance abuse treatment facility.

  • Represented seller in connection with the sale (via equity sale) of a security and technology company to a private equity firm.

  • Represented seller in connection with the sale (via equity sale) of an aesthetic-driven prosthetic dental laboratory to a private equity firm.

  • Represented buyer in connection with (i) the purchase of a business comprised of the wholesale and retail sale of bulk materials (including compost, sand, soil, mulch, stones, pavers, masonry materials, tools and hardware), and (ii) leasing the real estate to conduct its business.

  • Represented buyer in connection with two purchases (via asset purchase) of moving and storage businesses from separate sellers located in Florida, New Jersey and New York.

  • Represented a minority owner in the purchase of majority shareholder positions in three privately-held moving and storage enterprises.

  • Represented seller shareholders in connection with the sale (via equity sale) of a battery manufacturer to a public company purchaser.

  • Represented seller in connection with the sale (via asset sale) a privately-held safari travel business.

  • Represented a client in negotiations of more favorable terms than the prior transaction, involving the sale of client’s business to an Israeli company after client aided in a significant increase in purchaser’s revenues and profits.

  • Represented seller in connection with the sale (via asset sale) of a high-tech company to a larger entity with seller’s principal becoming chief operating officer of purchaser.

  • Represented buyer in connection with the purchase (via asset purchase) of a tent and rental company.

  • Represent seller in connection with the partial sale of its wealth management company.

  • Represented an investment fund in connection with its winding down of business, sale of assets, and dissolution.

  • Represented a multinational valuables logistics and secure parcel transportation company in connection with the sale of its business (via equity sale) to a European based purchaser.

  • Represented seller in connection with the restructuring and sale of its elevator parts distribution company to a private equity-backed buyer.

  • Represented accounting firm in the sale of its not-for-profit accounting, tax and consulting arm (via asset sale) to an emerging practice.

  • Represented sellers in connection with the sale (via F-Reorganization and equity sale) of four regional insurance companies to private equity-backed purchaser.

  • Represented celebrities in endorsement arrangements with established food and beverage, technology, and clothing companies, and start-up technology, cryptocurrency, and other business enterprises.

  • Represented numerous professional athletes, multi-Grammy award winning musicians, and other celebrities, in their investments in SAFEs, Seed Round securities, and late-round Preferred Stock offerings.

  • Represented healthcare technology company in connection with proposed underwritten initial public offering, including preparation of S-1 Registration Statement.

  • Represented commercial real estate feeder fund in Rule 506(b) private placement, including formation of feeder fund and drafting of offering documents.

  • Represented purchaser in connection with the restructuring and acquisition (via equity sale) of comprehensive emergency restoration services company.

  • Represented newly formed cryptocurrency funds in two Rule 506(b) private placements, including preparation of operating agreements and offering documents, and SEC and state “Blue Sky” filings.

  • Represented manufacturer of high-end windows and doors in connection with the preparation of an Employment Agreement, Consulting Agreement, and Stock Redemption Agreement with respect to the long-term President of the company.

  • Represented purchaser in connection with the sale (via equity sale) of a 50% equity interest in a nursery/tree farm and soil composting company.

  • Represented seller in connection with sale (via equity sale) of sophisticated security services and products in the sale of 100% of its equity to a private equity firm.

  • Represented seller in connection with a sale (via asset sale) of its NYC supermarket business (via asset sale), and related transfer of real estate interests.

  • Represented seller in connection with sale (via equity sale) of a design and technology business operating in the art industry in sale of the business (via equity sale) to a private equity firm.

  • Represented seller in connection with the sale (via F-reorganization and equity sale) of managed information technology business to leading national information technology firm.

  • Represented seller in connection with sale (via equity sale) of cloud consulting firm to, and acquisition of rollover equity in, UK PE-backed purchaser.

  • Represented seller in connection with international sale (via equity sale) of real estate holding company.

  • Represented seller in connection with sale (via asset sale) of electronic component manufacturer and distributor business, including negotiation of Consulting Agreement and lease of premises by a seller affiliate to the purchaser with the option to purchase premises during the lease term.

  • Represented purchaser of minority interest in office equipment distributor, including obtaining release of minority interest holder’s guarantee to mid-sized regional bank and purchase of minority interest holder’s interest in affiliated real estate partnership.

  • Represented seller in connection with the sale (via equity sale) of popular media streaming company to international mobile streaming application.

  • Represented seller in connection with sale (via asset and equity sale) of cloud software consulting company.

  • Represented seller in connection with the sale of multistate title service company (via F-Reorganization and equity sale) to national private title insurance and settlement service provider.

  • Represented company in the merger of two Long Island accounting firms.

  • Represented Registered Investment Advisor in connection with change in control transaction.

  • Represented partner in connection with the sale (via equity sale) of a licensed medicinal cannabis grower and distributer.

  • Represented seller of leading entertainment music streaming business featuring known recording artists to strategic industry buyer.

  • Represented sellers in connection with the sale (via asset sale) of three regional payroll and human resources companies to public company purchaser.

  • Represented seller in connection with the sale (via asset sale) of wage parity and employee benefits solutions business to national insurance brokerage and risk management firm.

  • Represented seller in connection with the sale (via equity sale) of social and emotional learning technology business to leading education and safety software company purchaser.

  • Represented iconic New York City restaurant in the sale (via asset sale) of its business to the building owner where the restaurant is located.

  • Represented buyer in connection with the buy-out of his partner’s 50% equity interest in a nursery, tree farm and composting company.

  • Represented seller in sale of membership interest in a vehicle lending company, including limiting exposure of seller-related parties under various personal guaranties that survived the closing of the sale transaction.

  • Represented seller in connection with the sale (via equity sale) of renowned doll manufacturer and distributor.

  • Represented seller in connection with the sale (via asset sale) of local car wash.

  • Represented a nutraceuticals company in corporate tax restructuring.

  • Represented emerging music industry issuer in Series A-1 Preferred Stock private placement financing.

  • Represented celebrity clients in connection with investments in early-round financing of start-up and operating companies in technology, cannabis, music, and social media industries.

  • Represented clients in connection with submissions to FINRA resulting in FINRA closing a filing deficiency investigation of an OTC Markets company.

  • Represented underwriter of a China-based company in connection with a US public offering.

  • Represented family members making investments in a real estate investment fund, including the negation of side letter offering clients terms more advantageous than those being granted to other fund investors.

  • Represented client in removal of trading restrictions with respect to investment securities in a publicly traded, former “shell” corporation.

  • Representing education services company in international and domestic financing in seed financing.

  • Represented music industry executive in sale of management business to major music-industry company, and employment agreement for executive’s future services.

  • Represented public company in successfully appealing OTC Markets ruling on trading restrictions.

  • Represent fintech issuer in Series A Preferred Stock private placement financing.

  • Representing CBD manufacturer and distributor in SEC Regulation A Tier 2 (Up to $50 Million) Offering of preferred stock.

  • Represented seller in sale of brokerage division of regional commercial real estate company (via asset sale) to a nationally and internationally recognized commercial real estate company purchaser.

  • Represented purchaser in the buyout of business partner in human resources company.

  • Represented physician shareholders in the restructuring of their partnership and joinder of a new partner with partial sale of equity in a medical practice.

  • Represented purchaser in the acquisition (via equity sale and joint venture) of industrial maintenance company.

  • Represented seller in connection with sale of hotel business and real estate located in East Hampton, New York.

  • Represented physician purchaser in the purchase of equity interest in ambulatory surgery center affiliated with major hospital chain.

  • Represented multi-national distributor of polymer resin with operations throughout North American and Europe in connection with the sale of the company to private European investor.

  • Represented PE purchaser in asset acquisition of regional auto parts retailer.

  • Represented seller in sale (via asset and equity sales) of six dental practices to a PE purchaser.

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Boca Raton, FL 33431
(561) 517-5070