Our team wants you to stay informed about legal and regulatory developments that impact your business.

Cross-Border M&A Opportunities Favor the Prepared

Cross-border mergers and acquisitions (“M&A”) unlock growth, diversification, and a stronger global stance for businesses. These strategic moves enable firms from different nations to blend resources, making way into new markets, tapping into unique technologies, enhancing products, and realizing economies of scale and scope. Despite uncertainties from economic, regulatory, and geopolitical developments, the outlook for…
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Ready for More Corporate Transparency? Understanding the NY LLCTA

Despite the fact that its constitutionality is currently in legal limbo, the federal Corporate Transparency Act has already had an impact rippling through a number of business sectors, thanks in no small part to the wave of state-level ownership disclosure laws it has inspired. One of the more significant of these emerging state laws is…
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Lessons From the License to Drive (and Protect) Sports Illustrated

For years, Sports Illustrated (SI) has provided exclusive, in-depth looks into some of sports’ greatest games and players, with its voice and visuals providing great entertainment and information for sports fans around the world. As an example, a signed 1975 SI cover of Muhammed Ali and Joe Frazier is one of my most prized pieces…
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Check out episodes of our DE Dealmakers podcast, our Take 2 series of unique business insights, and more.

Partner Julie Bradlow Discusses Tax Structuring and Tax Planning with Citybiz

In the contemporary business landscape, the significance of tax structuring and planning has reached unprecedented levels, necessitating meticulous attention from businesses. Julie Bradlow, Tax Department Chair, undertakes this crucial responsibility with precision and expertise, ensuring optimal tax strategies for our clients. Learn more about the corporate structuring and M&A matters she routinely handles, and much…

Employee Handbook Webinar

Businesses are always searching for new ways to reduce liability and insulate themselves from risk, but one of the easiest and least expensive tools is often the one most frequently overlooked — employee handbooks. Creating, promulgating, and most importantly enforcing an employee handbook is a simple and efficient way to communicate company policy and expectations…

Partner Jessica Kopas Discusses Florida’s Legal Landscape with CityBiz

With a surge in new Florida residents and an aging population, lawyers in the Sunshine State are increasingly dealing with litigation on trusts, estates, and landlord/tenant disputes. Jessica Kopas, well-versed in these matters, provides insights for prospective litigants in her interview with CityBiz and guest host Robert Anderson. They cover various topics, including: Tell us…

Representative Matters

Commercial Real Estate

Represented a South Florida real estate investment group in connection with a complex sale-leaseback transaction of a commercial real estate property portfolio consisting of 34 properties occupied by a national retail chain. The firm’s work required collaboration across its Commercial Real Estate, Banking & Finance and Corporate & Business Transactions Practice Groups and involved, among other things, properties across 15 states, 10 buyers, 28 1031 exchanges, 1 reverse 1031 exchange and work with 2 national lenders.

We represented a major real estate and private equity firm based out of South Florida in its acquisition of six properties in downtown Providence, Rhode Island, that will be developed into modern mixed-use facilities that include luxury residential units. Our work involved a land swap with a municipal district and representation at all levels for local land development, including before zoning and planning boards. Our finance team negotiated private bridge financing for the acquisition that was secured, in part, by equity, and assisted on leveraging quantity-limited tax stabilization incentives available to qualified developers in Rhode Island.

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Corporate & Business Transactions

Represented a large private equity firm and one of its portfolio companies, a national wholesale meat supplier, in its add-on acquisition of a regional sausage and hot dog producer. Our representation included preparing and negotiating the purchase documents, reorganization of the brands involved, including drafting and negotiation of all related documents, establishing a revolving credit facility, and working with a high-profile national bank on two loans that financed the transaction.

Served as sell-side counsel in connection with the sale of a case management and performance tracking software company with public housing authority, disaster relief organizations, social service agencies, and nonprofit customers across the U.S. In addition to handling all parts of the transaction for the sellers, including the negotiation of transactional documents, post-closing employment agreement and other closing matters, we facilitated a pre-closing contribution of a portion of one of the sellers’ S-corp stock to a charitable gift fund that provided a meaningful income tax deduction for the seller and, at the same time, limited capital gains treatment in connection with the stock disposition for the portion of stock contributed to the charitable gift fund.

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Banking & Finance

Represented one of South Florida’s most renowned development firms in connection with an eight-figure multifamily construction loan for a property located in Sarasota, Florida. The proposed development will consist of 200-plus luxury apartments located on approximately 10 acres.

Represented a Massachusetts-based equity fund in connection with the acquisition and acquisition financing for property located in Connecticut operated as a distribution center for a publicly traded equipment rental company.

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Business Litigation & Dispute Resolution

Obtained six-figure arbitration settlement that included treble damages on behalf of client whose home construction contractor engaged in breach of contract and warranty, and also violated the Tennessee Consumer Protection Act by not being licensed to perform the scope of work.

Successfully obtained a favorable pre-hearing ruling in arbitration on behalf of a digital publisher following motion practice over the applicable substantive law. The arbitrator’s decision to enforce this choice of law provision, and apply New York rather than California substantive law, allowed our client to avoid significant monetary penalties under California’s Invasion of Privacy Act ($5,000 per website visit) based on plaintiff’s alleged numerous visits to the client’s website.

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Labor & Employment

Represented executives in a $21 million Series B round.

Represented artificial intelligence and machine learning company in an acquihire transaction.

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Energy and Natural Resources

Assisted national developer in negotiating and closing on the sale of a renewable energy project of nearly 7 MW in Upstate York. Our work included working with the client’s lender to simultaneously pay off the promissory note used to construct the project. We also assisted with the recording of documents and the leasing and option agreements for the property.

Represented Massachusetts-based developer in negotiating and closing the sale of a 4 MW project. This representation included negotiating reimbursement of development costs at execution of the membership interest purchase agreement and closing the sale of a partnership-taxed project company that owned the project.

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Private Wealth Services

Assisted client with pre-immigration planning from South America using various trust and corporate structures as well as achieving step-up in basis to the fullest extent of their assets.

Assisted client with Qualified Small Business Stock exemption planning, going back over a decade and multiple mergers to assess eligibility and maximization of QSBS exemption.

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