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    Corporate Law

    Budd Larner's corporate lawyers regularly act as outside general counsel providing practical business legal advice for our clients. In this capacity, we frequently collaborate with the Firm’s other lawyers in related practice areas such as real estate, environmental and land use, financial restructuring, commercial technology, intellectual property, commercial litigation and employment law, to provide full service to the client. Our comprehensive services include mergers and acquisitions, emerging business, venture capital and private equity, corporate finance; health care; banking; securities law; governance, general corporate law; commerce and technology; and real estate development and lending. Our attorneys handle all aspects of due diligence.

    Mergers and Acquisitions

    Budd Larner has been involved in billions of dollars of mergers and acquisitions. The Firm’s Mergers and Acquisitions Group represents publicly traded companies, privately held entities, companies seeking public and private capital, venture capitalist and private equity funds, strategic investors, investment bankers, securities professionals and other participants. The Firm’s transactions include representation of technology and other emerging companies and investors and venture capital and private equity funds in various stages of venture capital financings and private equity buyouts. The Firm handles transactions ranging from customary acquisitions to complex multi-party negotiations. The Firm’s attorneys offer practical experience in transactions involving: mergers • joint ventures • licensing • stock and asset acquisitions • stock and asset sales • exchange offers • consolidations • “going private” transactions • technology transfers • strategic alliances • tender offers • divestitures • roll-ups • spin-offs • management buyouts • recapitalizations • reorganizations • liquidations • changes of control • PIPEs/

    Industries

    Budd Larner represents both purchasers and sellers in a wide variety of industries including:

    • communications
    • biotechnology
    • healthcare
    • life sciences
    • software
    • fashion
    • e-commerce
    • start-up technology ventures
    • internet-based companies
    • retail
    • service
    • pharmaceuticals
    • solid waste
    • financial services
    • mortgage
    • private aviation
    • direct marketing
    • transportation
    • fuel oil
    • cosmetics
    • staffing

    Joint Ventures, Strategic Alliances and Commercial Distribution

    Budd Larner structures and negotiates joint ventures and strategic alliances for research, distribution, license and supply agreements. Budd Larner’s corporate attorneys work closely with lawyers in our Intellectual Property practice to provide an integrated approach to address clients’ needs. Budd Larner’s Pharmaceutical Practice Group, for example, is comprised of intellectual property lawyers practicing in patents, trademarks, copyrights, trade secrets, false advertising and unfair competition; corporate lawyers representing pharmaceutical companies in a variety of corporate transactions ranging from supply agreements to complex licensing and joint venture arrangements; and a team of lawyers and patent agents with advanced degrees in fields such as biochemistry, molecular biology, genetics, biotechnology, medicinal chemistry and organic chemistry. The Group provides representation in the following areas: • Licensing • Intellectual property transactions • Trademarks and unfair competition • Intellectual property litigation • Corporate representation • Joint ventures • Mergers and acquisitions

    Licensing

    Budd Larner advises both start-up companies and well-established companies on all types of licensing relationships including agency agreements, broker agreements, distribution agreements, marketing agreeements, product tie-in contracts, and endorsement agreements in the fashion, cosmetic, and other industries.

    Securities Law

    Budd Larner handles complex corporate and securities transactions representing both foreign and domestic companies and investors. The Firm's corporate and securities practice includes: • Private Placements including Regulation D Offerings • Secondary Offerings, including Public and Private Sales by Insiders and Control Persons • Mergers, Acquisitions and Proxy Solicitations • Debt Financing and Restructuring • Securities and Exchange Commission Compliance, including Securities Exchange Act of 1934 Periodic Reporting on Forms 10-K, 10-Q and 8-K • Securitizations and Asset Backed Financing Structures • State “Blue Sky” Securities Compliance

    Corporate Governance

    In the wake of the Sarbanes-Oxley Act of 2002, our corporate attorneys provide legal counsel to clients in handling problems associated with corporate governance such as securities law disclosures, reporting of public companies, reporting obligations of directors, officers, and major shareholders, corporate audits and corporate investigations.

    Shared Values

    Each year, we represent both acquirers and sellers in many noteworthy and challenging transactions. We try to make the difference between a successful transaction and a broken promise. Our entire firm shares our clients' entrepreneurial focus and delivers responsive representation that is essential for successful clients.

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    For more information, please contact:

    James F. Fitzsimmons
    jfitzsimmons@buddlarner.com
    973-315-4444

    Mark D. Larner
    mlarner@buddlarner.com
    973-315-4402