Corporate/M&A

We represent companies and their principals in a wide range of corporate matters. Corporate clients range from companies operating exclusively in New York to those with a strong international presence.

Group Attorneys

Mona Kaplan

Partner & Practice Group Leader

Menachem M. Bensinger

Managing Partner

David C. McGrail

Managing Partner

Joshua Hager

Partner

Pearl Shah Dalsania

Counsel

Robert Kern

Counsel

Jason I. Bitsky

Of Counsel

Alozie N. Etufugh

Of Counsel

Steven Roz

Associate

Services

Negotiating and drafting operating agreements and joint venture syndication documents.
Buying and selling businesses (both as stock and asset deals) and specific assets.
Negotiating, reviewing, and preparing commercial contracts, including license agreements, sales agreements, and service agreements.
Forming and organizing business entities (including benefit corporations).
Acting as "outside general counsel."
Addressing finance issues involving secured and unsecured debt, senior and subordinated debt, and convertible debt as well as asset-based, cash flow, and special-situation financing.
Mergers and related transactions.
Addressing liability issues.

Assisting with private placements and angel, venture capital, and other private equity investments.
Negotiating, reviewing, and preparing employment agreements.
Advising directors and officers with respect to their fiduciary duties and other obligations.
Certifying minority-owned and women-owned businesses.
Addressing regulatory issues, including (i) the Corporate Transparency Act, (ii) the New York LLC Transparency Act, and (iii) the New York Freelance Isn’t Free Act.
Acting as bank transactional counsel.
Assisting with leveraged buy-outs, complex M&A financing, buy-side PE financing, project financing, cross-border financing, and distressed financing.

Select Client Representations

Counsel to a real estate investment company in syndicating its acquisition of a million square foot New York office building.
Counsel to a New York company in its $3 million capital raise and other matters.
Counsel to the owner-operator in its acquisition of a 520-bed nursing home located in the tri-state area.
Counsel to a real estate investment group in negotiating and drafting "AIA" and other contracts with contractors, architects, and other construction service providers.
Counsel to several New York "family-office" groups with respect to investments in technology, start-ups, and real estate.
"Outside general counsel" to various disruptive innovation companies.
Counsel to a durable medical equipment business in its sale to a West Coast health care enterprise.
Counsel to a New York solar energy company in various corporate matters, including formation issues and energy contract review.
Counsel to a New York company in structuring and negotiating its $2 million TIC investment.
Founder exit and founder exit advisory counsel, including in large exits in the healthcare, SaaS, and real estate spaces.
Distressed investment counsel, including rescue investments for e-commerce and grocery companies.
Counsel in the renegotiation of PE debt financing transactions for Fintech and other clients.