Transactional Law: Transactional law is the body of law that governs transactions between individuals or corporations.  These transactions can range from sales agreements between two parties to complex outsourcing arrangements. Transactional agreements require review, drafting, negotiation, as well as counseling and advice concerning the rights and responsibilities of parties.  In addition to the initial agreement between the parties, many transactional agreements require continued support and updating to reflect the evolving relationship between the parties.  Our Transactions practice draws on extensive experience in a wide range of corporate merger, acquisition, divestiture and reorganization transactions.  The Transactions Group is comprised of experts in the fields of tax law, securities law, corporate finance and general corporate counseling. Our Transactions attorneys are either certified public accountants or have degrees in accounting or finance. This enables them to fully understand accounting and financial implications of a transaction and to communicate more effectively with client's accountants and financial officers.  Our Group includes attorney/s who are also tax experts. They have extensive experience in planning, structuring and implementing all types of tax-free acquisitions and reorganizations, involving both publicly-traded and privately-held companies.  We design transactions' tax structure that comply with applicable IRS requirements, and render applicable tax opinions, and in relevant cases apply for IRS advance private rulings. This expertise makes communication with clients’ tax advisors more efficient and more cost-effective. While our clientele ranges from publicly traded New York Stock Exchange companies to emerging, entrepreneurial businesses, privately-held businesses form the core of our practice. We work closely with the owner/managers of these enterprises, and their accountants and financial advisors, to help them understand and address not only the strictly legal aspects of starting, acquiring or selling a business, but also issues relating to financing and capital structures, ownership structures (including employee ownership), business succession planning and their individual financial, tax, retirement planning and estate planning concerns. In transactions involving publicly-held companies or publicly-traded securities, we rely on our Securities Group to provide the expertise needed to comply with all aspects of federal and state regulatory requirements, including preparation and filing of registration statements, proxy statements and prospectuses, SEC and state "Blue Sky Law" compliance, stock exchange listing requirements, and, where appropriate, obtaining SEC "no action" letters. In such cases, we also counsel boards of directors on their compliance with the complex duties and responsibilities they face in the context of such transactions. Mergers and Acquisitions Our mergers and acquisitions group represents buyers, sellers, and advisers in planning, negotiating, and executing complex commercial transactions.  Our work spans the full range of domestic and international public and private transactions. We advise clients engaged in mergers, tender and exchange offers, leveraged buyouts, cross-border transactions, going-private transactions, strategic alliances, joint ventures, acquisitions, divestitures, proxy contests, and special committee assignments. The Business & Commercial Finance: Our Business & Commercial Finance Group posses the experience and capability to handle all aspects of commercial loan and investment transactions.  We help our clients focus on their business structures designed to further each client’s success.  We offer legal services to lenders and investors in the full range of work, from structuring the transaction through preparing term sheets and commitment letters, conducting legal due diligence and negotiating and documenting the final agreement, including lien perfection, workout/restructuring and enforcement of remedies. Consumer Finance The Consumer Finance Group at our firm is known for its unique ability to blend legal principles with operational and marketplace understanding. Attorneys in this group combine that talent with involvement in the legislative process to best serve providers of consumer credit.  We offer extensive experience in the full range of federal and state consumer credit protection laws, with an emphasis upon regulatory compliance, audits and examinations, government relations and consumer litigation. We provide services including but not limited to; consumer loans, motor vehicle sales finance and leases, consumer mortgage loans, manufactured home loans, personal property sales finance and leasing, licensed lending, retail installment sales, and open and credit plans.  We also provide consumer finance litigation for finance companies, leasing companies and other institutions in connection with alleged violations of state and federal consumer credit protection laws. Insurance Coverage: We also offer the insurance coverage expertise necessary to effectively represent either insurers or insureds.  We help clients resolve complicated insurance-related issues including bad faith, reimbursement, reinsurance, and coverage disputes, as well as insurance issues that arise in the context of mass tort litigation. The substantial experience of our lawyers in this area includes hundred of coverage analyses and successful resolution of hundreds more contested coverage matters at both the trial court and appellate court levels. Our talented attorneys bring general trial experience to assist clients, a quality that enhances our credibility in sophisticated insurance cases.   Corporate Finance and Securities We help clients plan and implement complex and innovative corporate finance transactions in the rapidly changing U.S. and International capital markets. Our international team provides access to current market information and broad business contacts critical to our clients' capital-raising activities and business success.  We also provide services in securities transactions in conjunction with mergers and acquisitions, including tender and exchange offers, spin-offs, recapitalizations, related debt and equity financings, stock splits, and other security holder distributions, venture capital investments, and private placements of senior and mezzanine debt and equity securities for private equity clients.  Our Private Equity Group at has a broad range of experience in representing parties of all types in the private equity/venture capital arena. We have represented management, portfolio companies, lenders, private equity funds and other institutional and individual equity investors in connection with mergers and acquisitions, management buyouts, leveraged buyouts and growth capital equity investments. The complexity of these transactions has ranged from straight-forward investments to more sophisticated capital structures involving mezzanine and subordinated debt and warrants, convertible preferred stock and other equity capital. Labor and Employment, Workers Compensation: Our group has a broad range of experience covering the full spectrum of employment regulation, planning and litigation. Its experience spans all facets of employment law including wrongful discharge, discrimination and harassment, employment contracts, arbitration, collective bargaining, wage and hour, occupational safety and health, employee handbooks, unfair labor practices, response to union organizational efforts, worker’s compensation and unemployment compensation among others. Our Labor & Employment Group members spend a considerable amount of their time counseling employers with respect to day-to-day employment issues that arise in the workplace. They assist management in formulating and implementing personnel-related decisions so as to accomplish management objectives while, at the same time, reducing the employer’s exposure to costly litigation and legal liability. Telecommunications Our Telecommunications Group represents a wide range of local, national and international clients in a variety of matters relating to the telecommunications field.  We are knowledgeable and experienced in transactional, administrative, legislative and governmental approval capacities.  We work at all levels of government with local and state decision makers and administrative agencies to resolve our clients’ governmental issues.  We possess industry experience in engineering and consulting in both the wireless and wire-line segments. The combination of hands on experience and detailed understanding of the industry as a whole translates into the ability of our team to understand our clients’ goals and objectives.                                                                                       More