Transactions

• Represent founders/50% owners of a specialty manufacturing business in the $315 million+ sale of the business to a private equity fund.
• Represent co-founder/co-owner of a privately-held business in acquisition of control interest from the other co-founder/co-owner
• Represent founder in sale of highly successful privately-held enterprise to a competitor backed by a nationally known private equity fund.
• Develop strategies for a nationally recognized non-profit to finance a $30+ million exhibit.
• Represent party to national broadcast contracts and related sponsorship arrangements.
• Represent CEOs and other C-level executives of private equity backed businesses in negotiating employment packages and separations from service, including equity incentives (phantom stock, restricted stock, etc.).
• Negotiate numerous commercial contracts, statements of work and master service agreements on behalf of public and privately-held companies.
• Represent owners of privately-held companies in the sale, restructuring and/or reorganization of businesses to resolve controversies among owners, deceased owner’s family members, and/or third parties. Resolve related complex inter-related personal, fiduciary, tax and business considerations.
• Represent a minority (20%) owner in the sale of two companies, each owning a number of fast-casual restaurants, to resolve issues arising due to the minority owner’s involuntary termination from employment by the companies.
• Resolve non-business family disputes between siblings by effectuating the sale of a 50% interest in each of several inter-related companies by one sibling to the other.
• Sales of multiple domestic and foreign automobile dealerships to third parties to implement owner’s’ personal and business succession planning goals.

Succession Planning

• Multi-generational gift and estate planning for founder/CEO of national service provider and his family. Design and implement partnerships, limited liability companies and irrevocable trusts to achieve gift and estate planning goals.
• Design and structure a limited liability company to facilitate transfer of partial interests in a family compound/vacation property to preserve family ownership for extended generations.
• Gift and estate planning for real estate entrepreneur/developer, including use of irrevocable trusts and other family wealth transfer vehicles.
• Develop memorandum of understanding among donors, public charity and educational institution to create and endow a fund to provide scholarships for graduate students.
• Administer estates and trusts of founders/owners/senior officers of privately-held businesses, including post-mortem sales of businesses.
• Integrate business succession goals of business owners/founders and senior executives with their estate planning goals to develop comprehensive plans, including buy-sell agreements, management succession plans, and related multi-generational personal estate plans.
• Represent affluent families with complex personal and financial circumstances, including highly appreciated, illiquid assets (real estate, concentrated equity positions, etc.), and non-pro rata asset allocation goals (arising from multiple marriages and other business/personal situations).

State and Local Tax

• Represent out of state, internet based retailers against assessment of Ohio commercial activity tax.
• Obtain approximate $20 million reduction in value of distribution center for Ohio real property tax purposes on behalf of a national retailer.
• Successfully prosecute claim that landfill gas to energy conversion facility qualifies for certain Ohio tax incentives.
• Defend federal, state and local income tax returns filed by entrepreneurs and business owners. Obtain favorable resolutions and/or penalty abatements.