The law firm has broad expertise in negotiating, structuring and documenting corporate, securities, merger and acquisition and financing transactions of all types. Closely allied to these skills is the law firm's depth in other areas of law affecting business transactions including tax, antitrust, litigation, real estate, environmental, government relations, intellectual property, and employment and labor matters. The law firm's size and location means that it has particularly strong expertise and experience in the purchase and sale of private companies and the associated tax considerations. Representatives from this practice group collaboratively teach a course on mergers and acquisitions in the MBA program at The University of Akron. Information on this course can be obtained at The University of Akron's College of Business website. BDB’s diverse corporate, securities and finance practice includes merger and acquisition transactions and U.S. and international public offerings of equity securities, debt securities, real estate investment trust (REIT) shares, limited partnership interests, and asset-backed and other securitized financing. The law firm also has extensive experience with private placements of equity and debt securities for both established corporations and new ventures, including "high tech" companies and real estate limited partnerships, as well as private resales of securities under Rule 144A. We represent issuers of securities, underwriters and placement agents, lenders and borrowers, sellers and purchasers of securities and acquiring and target companies. Also of assistance to our clients are the law firm's strong professional relationships with numerous national and regional investment banking firms and banks. Services provided in these areas include: - Developing capital structures for and organizing corporations, trusts, partnerships, limited liability companies and other business entities; developing acquisition and disposition strategies; effecting corporate reorganizations, recapitalizations and refinancings; and formulating strategies for acquirors and targets before and during takeover attempts.
- Negotiating and preparing a broad range of contracts including merger and acquisition agreements, financing documents, underwriting agreements and placement agreements, stock and asset purchase agreements, buy-sell agreements, partnership and limited liability company agreements and loan documents.
- Preparing disclosure documents including prospectuses, private offering material, proxy statements and offers to purchase, and preparing related filings with the Securities and Exchange Commission ("SEC"), state securities commissions and national securities exchanges.
- Preparing stock option, stock appreciation right, bonus, stock purchase and other employee compensation plans.
- Advising clients in complying with complex regulatory requirements, including the SEC''s tender offer, proxy contest, going-private, broker/dealer and investment adviser regulations, and representing clients in proceedings before the New York and American Stock Exchanges, the National Association of Securities Dealers and state securities agencies.
- Attorneys at BDB have been involved in numerous significant merger and acquisition transactions between $5 and $1 billion. The attorneys handle public and private securities offerings representing both buyers and sellers of businesses and involving virtually every form of business entity and industry segment accounting for millions of dollars of transactions. Examples of such transactions can be referenced in case summaries (LINK).
The members of the Mergers and Acquisitions Group also work with all Buckingnham’s other practice groups.
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