Addressing the unique needs of smaller and middle-market companies, McGlinchey’s Corporate and M&A team advises both investor-owned and family-owned companies on a broad range of legal and business issues.
From entity formation to growth and exit strategies, our lawyers guide large regional as well as local corporations, limited liability companies, partnerships, and other types of business organizations to minimize and mitigate risk while seizing opportunities for growing competitiveness and profitability.
Strategic business and legal counsel. We counsel clients and help them to identify and evaluate opportunities for growth and liquidity through public and private mergers, divestitures, minority investment, joint ventures, strategic alliances and licensing, stock and asset purchases and sales, spinoffs and reorganizations, and exchange and tender offers. We develop thorough knowledge of each client’s business and the results they hope to achieve. Then, we customize the advice we give and the solutions we offer.
Outside general counsel. For companies with no inside general counsel, we operate as your outside general counsel – a trusted advisor who understands your business and industry and collaborates closely with your executive team.
Transactions. Our team guides transactions from a letter of intent to the closing, bringing an understanding of legal and regulatory requirements as well as local markets and industry-specific issues. We address the full range of M&A-related services:
- Advising on planning, structure, and the tax implications of a deal
- Conducting due diligence of potential targets or acquirers
- Negotiating and drafting purchase and sale agreements
- Negotiating and drafting transaction financing agreements
- Advising boards and committees on the transaction process and their fiduciary responsibilities
- Providing advice on M&A-related corporate governance, compliance, and stockholder relations issues
- Preparing proxy materials for stockholder-approved transactions
- Obtaining government approvals
- For franchise-related transactions, preparing franchise offering circulars, franchise agreements, and related documents
- Negotiating non-competition agreements
In addition, our Corporate and M&A lawyers work closely with their colleagues in other practice areas — such as intellectual property, tax, environmental, real estate, labor and employment, executive compensation, and employee benefits — to address the unique needs of each transaction.
Capital raising. We have experience supporting small- and middle-market companies through private placements and Regulation D offerings. We have also handled debt offerings, including 144(a) offerings to qualified institutional buyers, as well as unregistered offerings.
Industries. We represent a diverse group of small- and middle-market companies, including financial services, insurance, restaurant, and retail industry clients, in M&A and other transactions, corporate governance, and with other general business law needs.
Governance. We advise businesses on corporate governance and board operations, including the duties and obligations of directors and their relationships with shareholders, especially during transactions or shareholder disputes. We also have extensive experience with complex management and board transitions, succession planning for family-owned enterprises, proxy contests, and other forms of shareholder activism.
Regulatory compliance. Our team provides practical advice on regulatory requirements for businesses in a variety of regulated industries as well as SEC disclosure and stock exchange compliance.
Data privacy and security. We provide counsel to businesses on information security and risk management programs, cyber incident planning and response, management of vendor relationships with respect to information security risks, and regulatory compliance and enforcement.
