Corporate, Acquisitions & Commercial Transactions

As Business Lawyers First®, we use our in-depth business experience in a variety of industries to bring unique value to our clients on corporate, acquisition and commercial transaction matters. 

We assist our clients on a daily basis with:

  • Choice of entity
  • Corporate governance
  • Capital formation and financing
  • Mergers, Acquisitions and Sales
  • Trade secret protection and intellectual property counseling, including in the area of trademarks
  • Commercial transactions

Industries We Serve

PDH clients operate their businesses in a variety of industries, including: 

  • Construction;
  • Distribution;
  • Energy;
  • Facility Management;
  • Foodservice;
  • Financial Services;
  • Importation;
  • Insurance;
  • Manufacturing;
  • Marketing;
  • Non-Profit;
  • Private Equity;
  • Real Estate;
  • Retail;
  • Telecommunications;
  • Technology; and
  • Transportation.

Entity Formation and Capitalization

It all begins with entity formation. PDH has helped clients throughout the U.S. structure, form, operate, and liquidate various types of corporations, joint ventures/partnerships and limited liability companies.

PDH also excels at capitalizing, financing and growing businesses through internal growth or acquisition. We add value by taking the time to learn your industry and management team; we pride ourselves on our understanding of your business and its challenges, culture and infrastructure.

Corporate Governance

Our clients rely on PDH for legal and business matters relating to governance and internal operations of a variety of commercial entities, including corporations, limited partnerships, general partnerships, limited liability companies, and limited liability partnerships. Among these matters are:

  • Meeting requirements
  • Securities issuance
  • Authorization of actions
  • Corporate veil issues
  • Tax planning matters
  • Contract issues
  • Fiduciary duties and liability
  • Indemnification and insurance counseling
  • Equity holders' rights

Capital Formation and Financing

PDH assists its clients in developing strategic initiatives for their businesses. We participate with management in developing business plans, growth strategies, integrated management and employee compensation programs, and governance structures.

We also help our clients access private and institutional equity and debt capital. Our experience in this area covers a broad spectrum:

  • Capital Plan Development
  • Capital Strategies
  • Debt Sourcing Including Conventional Asset-Based and Mezzanine Financing
  • Equity Sourcing
  • Growth Strategies
  • Mergers and Acquisitions
  • Private Equity and Venture Capital
  • Strategic Plan Development
  • Transaction Structuring

Mergers, Acquisitions, and Sales

PDH attorneys have broad experience handling mergers, acquisitions and divestitures of privately held entities. These include management and leveraged buy-outs; acquisitions and dispositions of assets; stock sales and exchanges; roll-ups; dispositions of partnership and joint-venture interests; and other similar transactions.

We understand the requirements of buyers, sellers, lenders, investors, management and employees, and can anticipate their requirements during negotiations to ensure that the preparation of transaction documents include representations, warranties, and covenants that are acceptable to the various constituent groups.

PDH mergers and acquisitions attorneys conduct due diligence reviews and are familiar with the concerns of a prospective buyer or seller of a business. They are also experienced in employee benefit and executive compensation issues, as well as environmental compliance matters and environmental risk analyses.

We are aware that major transactions can disrupt the operations of a company. Accordingly, PDH’s approach is to conduct the representation in a way that minimizes the time that senior management devotes to a transaction. Our mergers and acquisitions lawyers are experienced in and accustomed to assisting senior management in the post-closing aspects of an acquisition, such as bank loan covenant reviews, environmental compliance issues, and the prosecution or defense of claims under acquisition documents.

Commercial Transactions

For every business that PDH represents, our firm is involved in advising, negotiating and preparing the documentation for a wide range of commercial transactions. Our firm is commonly involved in the following type of commercial transactions:

  • Trademark applications and licensing of intellectual property
  • Contracting for products and services
  • Distribution agreements
  • Alliance agreements
  • Advising and documentation for hardware, software, telecommunications, Internet, distribution, franchising and employee/consulting contracts
  • Confidentiality and Non-Disclosure agreements

Intellectual Property

Intellectual property (IP) based enterprises represent the largest single sector of the United States’ economy, and one of the largest investments a business can make. Today’s commercial marketplace is more competitive and more technologically advanced, reinforcing the need to protect and leverage every business asset, including IP assets such as patents, trademarks and copyrights. This is exactly what we do for our clients. Furthermore, with our unique knowledge of our clients’ businesses, and the industry sector in which they operate, this allows us to represent clients in the IP arena in a more personalized manner, and tailoring an approach in line with their needs and goals.

We help our clients obtain and protect intellectual property (IP) rights in the United States. From the entrepreneur to emerging companies with technological assets, to well established companies, we offer our clients the following IP legal services:

  • Advice, strategies and recommendations with respect to copyrights, patents, trade secrets and trademarks.
  • Advice and negotiations with respect to licensing agreements as either licensor or licensee.
  • Advice, review and negotiations with respect to technology transfers, manufacturing and supply agreements and research and development agreements.
  • IP audits and due diligence, either separately or as part of mergers and acquisitions.
  • Practicing before government agencies with respect to trademarks.
  • Arbitration, mediation and litigation in state and federal courts with respect to IP matters. alternatives 

Featured Transactions