Corporate & Transactional

Public and private companies, nonprofits, and tax-exempt organizations trust Epstein Becker Green for corporate and transactional legal advice as they shape the future of their businesses.

Our in-depth insight into our clients’ operations and understanding of their strategic business goals allow us to guide clients through a wide range of mergers, acquisitions, joint ventures, investments, and financing arrangements, along with supplying tax advice and antitrust analysis, to deliver comprehensive and efficient solutions. 

Clients, which vary in size and industry, turn to Epstein Becker Green because of our experience with the whole range of corporate and transactional matters and issues:

• Mergers, acquisitions, divestitures, and similar transactions
• Joint ventures, partnerships, joint operating arrangements, affiliations, and other business combinations
• Private equity and venture capital investments
• Nonprofit and tax-exempt entity matters
• Commercial contracting
• Bank and commercial financing
• Tax issues
• Antitrust issues
• Intellectual property issues
• Financial restructuring and bankruptcy matters
• Corporate governance counseling
• Entity formation and start-up capitalization
• Seconded or outsourced general counsel support

In addition, because every corporate matter presents unique challenges, we assemble targeted teams with multidisciplinary experience in areas such as antitrust, tax, employment, employee benefits, intellectual property, environmental issues, and more. 

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Comprehensive Solutions for Complex Transactions

Working closely with the C-suite, general counsel, and governing boards, we execute financial and strategic middle-market transactions, as well as large-cap, billion-dollar deals, with the right combination of market savvy and deal knowledge. Our decades of experience representing buyers and sellers, along with our close relationships within the investment and financial communities, give clients on either side of a transaction the upper hand. We assist clients from the beginning to the end of a deal or, when needed, with specific aspects of a transaction (e.g., reverse mergers, equity rollovers, and more). Our counseling ensures that our clients’ interests are, at all times, maximized and protected.

Strategic Solutions for Nonprofit and Tax-Exempt Entities

We regularly advise clients on forming nonprofit health care entities and obtaining tax-exempt status. Within our many long-term client relationships, we provide ongoing management and governance advice to nonprofits and exempt entities that is informed by changes to federal and state tax and nonprofit legislation. We also serve as a strategic partner in their joint ventures, affiliation agreements, acquisitions, and other combinations.  

Sophisticated Tax Counsel for Transactions

Our multifaceted tax guidance is a centerpiece of nearly every merger, acquisition, joint venture, or business reorganization we handle. By staying current on tax code changes, we help clients across the country understand and anticipate their federal, state, and local tax obligations. Should disputes arise, we step in to represent them before the Internal Revenue Service, state taxing authorities, and the U.S. Tax Court.

Investing in the Future Through Private Equity and Venture Capital

When private equity firms contemplate strategic investments in emerging companies, they look to our insight and experience to build their portfolios with minimal risk. Drawing on our deep experience working on both sides of a deal, we also frequently advise start-up, emerging, and fast-growth companies that are targets of venture capital investments and counsel them on their future business growth and exit strategies.

Proactive Corporate Governance Advice

Today, more than ever, public companies are under pressure to fulfill their corporate governance obligations. Regardless of where a client is in its life cycle, we provide the guidance needed to help the client establish effective corporate governance policies and practices and make informed business decisions while avoiding costly mistakes. 

General Counsel Services That Work

Fortune 500 companies, start-ups, health care systems, insurers, pharmaceutical companies, and global financial institutions are just a few of the organizations that have called on our firm to provide key general counsel services. Whether we’re supplementing the capabilities of an existing legal team or serving as outside general counsel, we delve deeply into a client’s business model and objectives to effectively represent its interests in corporate transactions while minimizing litigation risks.

Complete Financial Restructuring and Bankruptcy Solutions

We represent clients in a wide variety of corporate bankruptcy and financial restructuring matters. Our clients include debtors and debtors-in-possession, purchasers of assets, secured and unsecured creditors, lenders, indenture trustees, receivers, court-appointed trustees, landlords, factors, and parties doing business with distressed businesses. Our experience extends far beyond Chapter 11 reorganizations to include creditors' rights and sale transactions within bankruptcy proceedings. We also litigate bankruptcy matters, including preferences and fraudulent conveyance claims, and negotiate out-of-court dispute resolutions.

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