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Closely Held Business Transactions

New business owners are driven by a desire to control their own destinies and are looking for capital and leverage to help their emerging companies succeed. Our closely held business team has a long history of helping entrepreneurs and small companies plan and blossom into powerful contributors on local and national stages. Our attorneys concentrate in the areas of corporate finance, entity formation, securities, tax, labor and employment, intellectual property, cybersecurity, and regulatory compliance. We’re able to assist clients in every stage of capital development, from initial seed capital to follow-on and growth equity financing.

We also represent numerous venture capital firms and private equity sponsors, for which we provide comprehensive due diligence reviews and negotiate the terms of the investment to include preferred share terms, investor rights/stockholder agreements, as well as executive employment agreements, option plans and grants. We pride ourselves on working collaboratively with clients to ensure a smooth investment process as they look to expand their businesses through strategic partnerships and alliances. Our attorneys bring both passion and pragmatism to closely held business transactions, helping our clients strategically navigate the myriad of challenges found in today’s financial, tax, regulatory environments.

Key Contacts

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Scott W. Dolson

Partner

Louisville, KY

A man in a dark suit and red tie stands against a white background.
William G. Strench

Partner

Louisville, KY

A person wearing a gray suit, light blue shirt, and matching tie poses for a professional portrait against a white background.
Jason D. Tonne

Partner

Cincinnati, OH

How We Help Clients

Support for Growing Companies

We understand the issues unique to business mergers with complex capital structures, multiple series of preferred shares, convertible debt, warrants and option plans. In addition to traditional mergers and acquisitions, we counsel our clients through the unique equity provisions and intellectual property licensing arrangements concomitant to the strategic partnerships and alliances being negotiated in today’s business climate.

We help structure, negotiate, and close a broad spectrum of closely held business transactions, with notable depth as it relates to the following:

  • Entity Formation and Tax Planning
  • Initial Public Offerings (IPOs)
  • Private Placements
  • Mezzanine Financing
  • Preferred and Convertible Preferred Share Financing
  • Convertible Debt Securities
  • Mergers and Acquisitions
  • Equity Compensation Plans and Incentive Awards
  • Strategic Partnering and Alliances
  • Corporate Governance
  • Stock Purchase and Subscription Agreements
  • Registration Rights Agreements
  • Investor Rights/Stockholder Agreements
  • Federal and State Securities Law Compliance
  • SBIC Investment Compliance
  • Qualified Small Business Stock Tax Treatment
  • Section 1244 Stock Tax Treatment
  • Section 83(b) Elections
  • Restricted Stock Plans
  • Technology Licensing and Protection
  • Confidentiality and Nondisclosure Agreements
  • Executive Employment Contracts

Industry-Specific Experience

Our team works with clients in every major industry as well as numerous emerging growth sectors, including:

  • Telecommunications
  • Wireless Communications
  • Internet Service Providers (ISPs)
  • E-Commerce
  • Website Development
  • Software Development
  • Financial Services
  • Healthcare
  • Electronic Devices
  • Biotechnology and Pharmaceuticals
  • Pharmaceutical Industry Outsourcing
  • High Tech Manufacturing
  • Outsourced Service Providers to Emerging Growth Businesses

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