Corporate and Commercial Practice
General counsel and transactional guidance for the middle market, lenders, developers, and investors.
Our Corporate practice serves the many everyday needs of middle-market companies, often serving as general counsel to cover all aspects of our clients’ legal needs to keep them running, growing, and protected over the long-term. We bring both a business and legal perspective to ensure we take a practical approach to our clients’ most significant matters.
We also represent lenders or borrowers in commercial transactions, involving personal and real property security interests. We have represented each type of participant in a company’s “capital stack”.
A substantial portion of our work is transactional, drafting and reviewing the documentation required (1) for mergers (2) to buy or sell equity or assets, or (3) to lend or borrow. We advise on structuring deals and usually take the lead to ensure that transactions are consummated on time. We also represent investors and issuers in private and public securities offerings.
Our Corporate practice also works closely with developers and investors to form joint ventures and syndications in equity offerings for real estate investments. Over the years, we have carved out a distinctive practice in California’s affordable housing industry, helping developers and investors structure transactions using low-income housing tax credits (LIHTC).
Though we don’t limit ourselves to single industries, we have significant experience representing franchisees, gas station and convenience store owners, quick-serve franchised restaurants, textiles, retail brands, and California’s gaming industry, which includes casinos and card clubs. We have honed our skills to leverage the most effective practices from various markets to bring clients creative, sophisticated and tailored guidance.
Our services include:
- General corporate counsel
- M&A transactional guidance (structuring, negotiation, documentation, closing)
- Broker-dealer advisory
- Definitive agreements and contracts
- Tax assistance
- Real estate financing, syndications and roll-ups
- Low-income housing tax credits (LIHTC) and affordable housing advisory
- Due diligence investigations
- Private securities offerings
- Director duty and liability
- Debt and equity financing
- Employment and compensation
- Business entity and special-purpose entity formation
- Lender licensing