BUSINESS
Business Formation, Organization, & Restructuring
Commercial Real Estate / Real Property
(Complex) Asset Valuations—Quantitative Analyses
Corporate Governance
Contracts / Contract Construction
Franchising
IP Due Diligence / Counseling
Leasing
Mergers & Acquisitions (M&A)
Negotiations
Services Concerning Brazil (or Brazilians)
Business Formation, Organization, & Restructuring; Corporate Governance
Selecting the most appropriate structure for your entity is crucial in planning for the successful operation of any business. Considerations such as financing, especially through venture capital, to tax advantages, and to succession of ownership will affect any final decision. Once formed, sometimes organizational restructuring is required in order take advantage of existing laws or to make an entity more attractive for implementing exit strategies or acquiring certain financing. Regardless, many entities require advice concerning its corporate governance, i.e., the system of rules, practices and processes by which the entity is directed and controlled. Sometimes, an entity may require counsel in dealing with, for example, misappropriation of intellectual property by its officers or directors and how to minimize the impact. Our team can provide you with an analysis that helps you understand the many organizational options facing a business enterprise, and the ability to implement them.
Commercial Leases; Commercial Real Estate / Real Property
Though commercial leases tend to be some of the densest contracts a lawyer will tackle, these instruments are generally straight-forward. As negotiated, commercial leases for the landlord or for the commercial tenant are a tremendous driver for dictating the fiscal health of either party in what should be a mutually beneficial business arrangement. Having drafted and negotiated commercial leases, this Firm can help either party—a landlord or a commercial tenant—secure the most appropriate protections.
(Complex) Asset Valuations—Quantitative Analyses
We employ quantitative analysis to help you make more informed decisions. We have extensive experience in evaluating many types of assets, from Intellectual Property Rights ("IPRs") to actual cases and controversies, i.e., what is a lawsuit potentially worth. We can help you decide, for example, whether it is worth initiating, maintaining or settling litigation or whether a potential IPR license or assignment generates maximum value. We believe that the wisest business decisions come from combining robust legal and business training, broad experience, and sophisticated quantitative analysis.
Contracts / Contract Construction
One way to define a contract is one that is an enforceable agreement with an available remedy. Another way to define a contract is where there was an offer and an acceptance with legal consideration where the parties intended to be legally bound. Regardless of the contours of any definition, our team can help you with almost any contract.
Franchises
Some of the most complex contracts are franchise agreements. Franchising typically occurs where an entity with a successful service or product (i.e., the franchisor) licenses (or contracts) with another entity (i.e., franchisee) where, in exchange for a fee (or continuing fee), it will operate under the guidance of the franchisor and its trade name(s). Having litigated franchise disputes and drafted related agreements, Mr. Newman is well-positioned to help either the franchisor or the franchisee in their relationship with one another.
IP Due Diligence / Counseling
Sometimes, the main driver of a corporate balance sheet or the likelihood of a corporate transaction is the value of the IPRs an entity possesses. The value of these assets is derived from their legal breadth and scope, all as a function of time. Performing due diligence requires a quantitative (and qualitative) analysis of the IPRs. We have the expertise and experience to conduct your IP due diligence and to counsel you, for example, on whether and how to safeguard your IP or to enforce your existing property rights, whether real or intellectual.
Mergers & Acquisitions (M&A)
A merger defines the situation where there has been a consolidation of entities or assets and a new entity is formed. However, an acquisition is the purchase of an entity or its assets where no new entity is formed. Typically, a complex contract is memorialized that defines the parameters of the transaction. Mr. Newman has more than sufficient experience to help your entity concerning M&A.
Negotiations
If not every, almost every part of life is a negotiation. The same is true with the practice of law. Navigating complex negotiations requires informed and experienced counsel. Mr. Newman’s favorite area is negotiations, where, under the tool of employing creativity in negotiations through outside-the-box analysis, he can help you in extracting or generating maximum value, sometimes for all sides.
Services Concerning Brazil (or Brazilians)
This Firm collaborates with Brazilian professionals in the States of São Paulo and Santa Catarina. With the dollar remaining strong, many U.S. citizens, including those from Florida, are seeking to obtain real property and other assets in Brazil. We can help you initiate, negotiate, and finalize any transaction in personal or real property in Brazil.
Conversely, if and when the dollar depreciates or when the Brazilian economy is flourishing, Brazilians may seek to enter the U.S. market, especially Florida, and we are well-positioned to help you with those transactions. Thus, we can directly help Brazilians (or other foreign nationals) with any of their transactions in the U.S. in the States of Florida, Maryland, Oregon, and the District of Columbia (Washington, D.C.). Through our strong network of relationships, we can help in other parts of the U.S. as well.
Finally, if you are interested in immigration into the U.S. or your company requires help in relocating its agents to the U.S., our team can help you with that process. Please contact us to learn more about our services for Brazilians (and other foreign nationals).
A DISCERNING
LAW FIRM
Working at the intersection of litigation, business, and
intellectual property
A DISCERNING
LAW FIRM
Working at the intersection of litigation, business, and intellectual property