Stephen J. Pagano Commercial Transactions/Corporate Finance and Securities
Practice News and Publications
Becker Meisel Offers Clients Hurricane Sandy Disaster Relief Guide
The impact of Hurricane Sandy on the area and our clients has been severe. In an effort to assist our impacted clients, we have prepared a Disaster Relief Guide that outlines some of the forms of relief available. In addition, our offices are open and ready to aid our clients with their legal needs during the recovery from the effects of Hurricane Sandy. Along with providing assistance with the Federal and State aid application process, we also offer legal services such as: analysis of insurance coverage; assistance with emergency and other special financing; review and analysis of repair contracts; review and analysis of vendor contracts; landlord disputes; and real estate tax appeals.
Firm Focus: Business Services Group - Bankruptcy Is your business a creditor to a company that has filed for bankruptcy protection? Read our Bankruptcy Firm Focus to learn how you can protect your business' financial well-being when faced with the bankruptcy of a company Debtor.
Becker Meisel has redefined the client-attorney relationship through its Business Services Group. The Group takes a project management approach to providing bundled legal services to small and medium-sized businesses that know they need legal support, but lack the revenue and volume of legal issues to justify hiring their own in-house general counsel.
Issues do arise, however; and when they do, traditionally, legal work is done on a reactionary basis, usually in crisis mode. Becker Meisel’s approach anticipates problems before they occur and takes the appropriate steps to avoid them or minimize their impact. This proactive model delivers a more efficient service product to the small and medium-sized businesses that need them most. As their trusted business advisors, we provide a unique bundle of business services that address many of our clients’ day-to-day issues, as well as their long-term plans and future goals.
The services, individually or combined, help our clients easily and cost-effectively obtain legal advice. Becker Meisel serves as an outsourced general legal counsel, operating as a member of the client’s management team by rendering strategic advice, handling day-to-day legal needs, and managing extraordinary legal affairs that justify the use of outside legal experts.
To function as a part of the business management team, we meet with our clients on a regular basis, at no cost, to learn about the current status of their businesses and future plans and prospects. This information is vital to our ability to provide effective and efficient services. Further, to deliver cost effective services and to create some certainty about fees, we manage our clients’ matters using a project management model. We strategically plan projects with our clients to set milestones and measure progress both on a project completion and project cost basis.
Your Business Can Count on Our Attorneys for Services Related, But Not Limited to:
We advise both public and private entities, their principals, officers and directors regarding different forms of organization available to limit personal liability.
We counsel our clients regarding: fiduciary responsibility of directors and officers; disclosure issues; financial reporting; management succession and compensation; board composition and structure; conflict of interest and change of control matters; and stockholder rights plans.
Successfully accessing capital is a key factor in determining a company’s ability to implement short and long-term growth plans. Our corporate finance and securities attorneys have experience that includes:
Assisting public and private clients in mergers, acquisitions, asset purchase, restructuring, and other transactions
Guiding business clients during start-up, laying the ground work for attracting capital, including preparing issuers through IPOs and follow-on offerings
Working hand-in-hand with our clients to develop appropriate disclosure documents and respond to SEC comments to ensure efficient and effective counsel
Counseling our public clients, post IPO, on reporting requirements, insider trading, corporate governance, internal investigations, and enforcement matters
We take a global approach to commercial transactions to assist our clients in furthering their business objectives. We provide counseling prior to contract negotiation, as well as assistance in the negotiation of contract terms. Our attorneys aid in the drafting of domestic and international marketing and distribution agreements, joint development agreements, and OEM and reseller agreements. We also assist with due diligence investigation, offering support in mergers, acquisitions, and asset sales and purchases.
We represent management and executives in all aspects of employment law, employment litigation, human resources policy management, and labor law and labor relations.
Our attorneys have significant experience across a wide range of issues, including:
Employment agreements and restrictive covenants
Wage and hour compliance, overtime, worker classifications, government audits and related litigation
Workplace discrimination claims under state and federal law
Wrongful termination disputes and litigation
Personnel policy development and training
NLRB unfair labor practice and representation cases
Union negotiations, grievances and arbitration
Severance agreements and claims mediation
Successorship, joint employer and co-employer issues
Work visas, H1-Bs, I-9 compliance, and E-verify
Federal and state court, and agency litigation of employment claims
We provide comprehensive intellectual property management and strategic planning services, including:
Licensing
Trademark prosecuting and branding
Domain name procurement
Copyright registration for written, visual, graphic, sound recording, software, and HTML materials
Invention disclosures
Intellectual property audits
Non-competition and consulting
E-commerce and issues confronting online businesses
Legal disclaimer drafting for web sites
End user licenses
Agreement drafting; joint development; commercialization; collaborative research; domestic and international marketing and distribution; OEM; and Resellers
We advise clients in all aspects of real estate, from conception through closing and beyond. Our industry experience includes retail, commercial, residential, hospitality, and mixed use. Our attorneys’ real estate proficiencies include: real estate acquisitions and sales; real estate finance; commercial leasing; construction matters; redevelopment law; environmental; due diligence reviews; real estate investment vehicles and joint ventures; and real estate litigation.
The utilization of mergers and acquisitions by successful companies as valuable components of long-term growth and innovation strategies is a growing trend. Timing is almost always critical: opportunities can emerge and evaporate virtually overnight. Our attorneys provide counsel critical for our clients to capitalize and close on these major opportunities.
Our attorneys advise buyers, sellers, investors, shareholder groups, boards of directors and other interested parties in all aspects of complex business combinations and other forms of acquisition. We focus on the big picture by understanding and balancing our client’s culture, needs and vision. With this focus, we collaborate with our clients to create value during each phase of the transaction.
Many times, our most important contribution occurs at the outset of the transaction when we assist our clients in their analysis, structure and planning of the transaction. This initial planning serves to inform the subsequent negotiations, diligence, document preparation, and closing.
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