In business transactions, we represent clients in mergers and acquisitions, the organization of corporations, partnerships, LLCs, private placements, and contract negotiation and preparation. Here are a few examples:
A second-generation graphic arts company with 30 employees hired Cameron Law Office to represent it in an asset sale to a Fortune 500 company. Cameron's representation included the negotiation of transaction documents such as nondisclosure agreement, letter of intent, asset purchase agreement and other related documents. Cameron further reviewed the competing interests in the allocation of assets and liabilities of the firm, debts, post closing liabilities and obligations. They also reviewed compensation, non-compete provisions and employment agreements as well as payment terms that would minimize the tax impact on the seller. Some of the special considerations of this transaction were multiple family owners, some of whom were not involved in the daily operation of the business, and addressing issues of several long-term key employees. The deal structure satisfied all of the selling shareholders individual goals.
Cameron Law Office represented a second-generation asphalt company in its succession of ownership. The founder of the company was seeking a strategy to transfer the company to key employees. Cameron assisted in the restructuring of ownership through a stock sale to key employees. The firm also assisted with the negotiation of payment terms on the purchase. Special considerations of this transaction included the securitization of future payments by the buyer. The transaction was completed in a timely manner and both former and current owners were pleased with the results.
A commercial supply company needed to structure a transition of ownership from the parents to the son, who was a key employee. Cameron Law Office's representation involved the transition of ownership through gifts and stock redemptions. This resulted in accomplishing the client's goals of transferring ownership while providing income to the parents.
A mold manufacturing/machine shop wanted to sell to key employees through a stock sale. Cameron represented the sales transaction, which included control mechanisms to assure performance under the purchase agreement and continuity of business operations. An employment agreement in favor of the seller provided security through the transition period. This guaranteed that the business would continue and that the seller would be involved in the transition. This structure met the seller's goals of selling the business with assurances that the underlying assets would be managed properly while he was paid pursuant to the contract.
Cameron represented the seller of a medical transcription company, which included an asset acquisition in consideration of cash, stock and continued employment. The seller was able to remain with the firm as a key employee through a negotiated employment agreement and while advancing company goals.
Cameron Law Office, Chartered has also represented buyers and sellers in the transfer of interests in LLCs and partnerships within the commercial and residential real estate industry. We support due diligence, payment structure and transfer of ownership as well as securing obligations. See our Real Estate client stories. |