In this section, we provide a sampling of particular cases and transactions our attorneys have provided. Some of these matters have been included to indicate the breadth of our experience and capability while others demonstrate our ability to handle complex transactions. Still others reveal our innovative approach to matters.

These examples are not comprehensive of all the work we handle. If you have questions about our qualifications to handle a specific matter, please contact our office for more information.

Business and Commercial Law

• Representation of a general contractor in a $100 million hospital expansion contract.
• Representation of management in a $50 million sale of business to a public company. Continued representation of subsidiary in certain operational and regulatory matters
• Representation of an architectural and engineering firm with international operations in securing $20 million in real estate, equipment, and line of credit financing.
• Representation of a local entertainment facility in securing $17 million in real estate, construction, equipment, and line of credit financing.
• Representation of a regional bank in providing $28 million in real estate, equipment, and line of credit financing, including for the acquisition of international mobile equipment.
• Representation of a distributor in connection with a hostile takeover of one of its contract manufacturers.
• Representation of a local manufacturer in the purchase and exercise of a lease purchase option for the acquisition of a manufacturing facility.
• Representation of a business in its multi-million dollar sale of its national operations to a public company.
• Representation of a minority owner in a freeze-out and ownership dispute, resulting in a favorable negotiated settlement.
• Representation of a medical group in developing an ownership and employment arrangement entered into by the physician-owners providing for incentive-based compensation and streamlined management and operations.
• Structuring of preferred stock venture capital investment in a technology company to protect the interests of “angel” common shareholders.
• Representation of common shareholder takeover of board of directors of technology company to avoid preferred shareholders wiping out common shareholder equity in a proposed sale of the company.
• Structuring closure of client's business to provide for minimal payments under personal guarantees to protect personal assets of client.
• Structuring liquidation of client's business corporation through a private sale of assets without the significant costs of bankruptcy.

Taxation

• Representation of individual in defending an income tax deficiency assessed by the Internal Revenue Service. We developed a unique and creative position on the appeal to the United States Tax Court, resulting in our client's deficiency being overturned and a substantial tax refund arising from the utilization of suspended losses to offset prior years' income.
• Creation of a beneficial structure in the sale of a business's national operations to a public company, resulting in substantial tax savings and sheltering of sale proceeds from claims of potential creditors.
• Representation of a medical group in developing tax advantageous methods for fair buy-outs of retiring physician-owners.
• Structuring of sale of client's minority interest in company to a trust for their children and grandchildren with no recognition of taxable gain and no tax on interest payments.
• Structuring of sale of majority interest in company to a venture capital group to minimize state and local income taxes, resulting in tax savings of several million dollars.
• Structuring the reorganization of a C corporation on a tax-deferred basis into a limited liability company to prepare the company for a subsequent sale without double taxation consequences from C corporation structure.

Real Estate

• Representation of an investor in connection with three real estate auction sales with an aggregate value of $8 million.
• Representation of investor in several I.R.C. Section 1031 exchanges of income-producing real estate.
• Representation of manufacturer in several I.R.C. Section 1031 exchanges of owner-occupied or income-producing real estate located in multiple states.
• Representation of buyer/tenant in lease/purchase option for parcel that was leased pending subdivision.

Estates, Trusts and Wealth Preservation

• Structuring transaction where other beneficiary of estate was forced to buy-out our client's beneficial interest in the estate while also recovering all of our client's legal fees.
• Structuring client's estate with life insurance and retirement benefits payable to an irrevocable trust, allowing deceased client's heirs to inherit significant assets free from the significant claims of deceased client's creditors.
• Structuring of business succession plan for diverse closely-held family business, taking into account interests of family members, including those not involved in the business, developing plan to equalize treatment of children, protecting business assets from creditor and marital claims, and preserving assets from taxation.
• Structuring client's estate and business affairs to minimize exposure to potential creditor claims, including the use of domestic and offshore asset protection trusts.

Litigation

• Representation of a Fortune 500 company in the commercial printing industry in the prosecution of a claim against a former employee who misappropriated confidential customer information. We obtained a preliminary injunction and a verdict was ultimately entered at trial in favor of our client, including damages for lost profits and attorney fees and expenses for the litigation.
• Representation of a custom jewelry designer in the prosecution of claims for copyright infringement against a New York-based jewelry manufacturer and a national department store. A verdict of liability was entered in favor of our client and the matter settled prior to the damages phase of the trial.
• Representation of a digital media business in the defense of a claim that a delay in the shipment of music CDs caused the plaintiff to lose millions of dollars in present and future business. We successfully negotiated a settlement costing our client less than 1% of the amount originally claimed by the plaintiff.