A Private Corporate Practice
- Referral Preferred -
38 Years of Excellence
New York, Hong Kong & Los Angeles
On a monthly basis, I represent clients in chosing entity forms, setup, operating agreements custom-designed for the latest LLC Act provisions, membership rights, manager rights and liability, collections, intellectual property, government regulations, employee contracts, and reviwewing company records in preparation for due diligence and negotiations with buyers.
The terms are confidential. With years of counseling and negotiation, and all aspects of operations and equity, we brought the client to an $8X,000,000 LOI.
November 2013 Liquidity Event
$2X,000,000+ Private Business Sale
The terms are confidential but the client is quite happy with the cash received and the multi-year earnout stream. I advised and negotiated all aspects of the seller setup, the sale terms and various ancillary documents (IP transfer, employment, NDA, holdbacks, indemnity, etc). *$2X,000,000+ is the potential earnout.
April 2012 Liquidity Event
Client Corporation Sold Debt & Preferred Shares for $XX,000,000
I was lead counsel to the Issuer and its Subs
The terms are confidential but the client is quite happy with the cash received and his retention of a substantial portion of the stock so he will get another payout later. Smart planning, smart execution.
If your company is valued at over $15 million and you want to get cash out through sale of majority shares and debt, I can review your corporate records to determine what options you have, and can often amend your records to give you more options. Email me and let's talk.
Piercing the Corporate Veil In California
My latest MCLE lecture to litigators and other attorneys at the Wilshire Bar Association meeting was a lively exchange and enlightening all around.
"Alter Ego" law in California is much more complex than in most other jurisdictions. Litigatorscan better serve clients, in quality and efficiency, by engaging my services to quickly review and map strategy for cases in which affiliates and owners may be liable.
Trusted advisor to Litigators, Private Businesses, CEOs & Directors.
Sales of Corporations, LLCs, Startups, Joint Ventures, Licensing, PPMs, Mergers, Private Investment, Exit Strategy & Prep, Secured Payout or Earnout, Executive Compensation, Convertible Notes, Preferred Stock, Due Diligence, Director and Officer Protection and Indemnity, Shareholder Agreements, Employee Incentive Plans, Buy-Sells, NDAs, Shareholder Meetings and Litigation Strategies...
Chase Manhattan Building
For a major bank client, Steve helped redesign all letter of credit structures and agreements, worked on internationally- syndicated revolving credits, international tax planning, multi-state litigation and analysis of international arbitration regimes.
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