Business and Financial Services
The firmís Business and Financial Services Group serves privately owned and public corporations, financial services institutions and other business organizations. Our goal is to provide cost-effective representation to businesses and their owners. We actively counsel our clients on the legal aspects of their business operations, which we believe has contributed to the development and growth of their businesses.
We represent business organizations and individuals in:
- Formation of business entities, including shareholder, partnership and operating agreements
- Mergers, acquisitions and dispositions
- Tax implications of business transactions
- Contracts, employment and other agreements between clients and third parties
- Workouts, collections and bankruptcy matters
- Estate planning and administration
- Commercial, industrial and residential real estate transactions, including financing.
We represent clients in the automotive, manufacturing, financial, medical, health care, pharmaceutical, utility and vegetation management industries, as well as religious and medical membership organizations. Our clients range from local, start-up corporations to those of national prominence with revenues in excess of one billion dollars.
The following paragraphs describe our practice in more detail.
Formation of Business Organizations
Prior to the start-up of any business, there are complex organizational considerations that affect the choice of business entity and operational considerations. Lawyers in the Business and Financial Services Group consider tax factors, liability concerns and operational procedures in advising clients on whether to establish corporations, partnerships, limited partnerships, limited liability companies or partnerships, joint ventures, or other single or multi-purpose entities. We draft appropriate organizational documents, including partnership agreements, limited liability company operating agreements, shareholder agreements and employment agreements. As the business grows and develops, we assist our clients to negotiate and prepare contracts and other agreements with third parties; work with our clientsí accountants in considering the tax implications of proposed business transactions; and assist in carrying out exit strategies by negotiating and documenting sales of the businesses themselves. We also advise clients on succession planning.
The Lavin firm attorneys provide cost effective and knowledgeable representation for any transaction that a business client might consider, including:
- Mergers and acquisitions
- Asset and stock purchase acquisitions
- Bankruptcy or workouts
- Financing and secured lending
- Lease transactions
- Licensing arrangements
- Employment agreements, including restrictive covenants
We assist in negotiating the terms of the transaction, draft the operative documentation and provide ongoing advice to our clients with respect to these matters. Since the early 1990s, the firm has represented a family owned, international utility-line clearance and vegetation management company with respect to asset and stock purchase acquisitions and a wide range of financing transactions. We also work closely with lawyers in our litigation group to help our clients anticipate and manage risk.
We represent large, nonprofit organizations in a variety of matters. We met the nationís largest medical specialty organization, with more than 100,000 members, on the opposite side of a lease transaction. We now serve as its outside general counsel and handle contracts, leases, employment matters and other operating issues. For a large religious organization, we handle real estate, employee issues, and organizational matters.
Secured Lending, Workouts and Bankruptcy
Our lawyers regularly represent financial services institutions with respect to extending credit and collecting loans. Whether documenting lines of credit, working capital, asset acquisition or real estate loans, or assisting with workout and bankruptcy proceedings, our clients receive representation by an experienced staff on a cost effective basis. For twenty years, we have represented a financial services company that provides financing to automobile dealers in Pennsylvania and New Jersey. In this regard, we have handled over one hundred and fifty loan transactions including one of the largest that the client provided for the financing of the purchase of a dozen dealerships together with multiple real estate locations.
Our Groupís lawyers also assist our financial services clients in collection matters against borrowers, account debtors, guarantors and others who have pledged collateral as security, including execution sales of personal and real property, and other forms of asset foreclosures. We have a wide range of experience representing secured and unsecured creditors in Chapter 7, 11 and 13 bankruptcy proceedings in Pennsylvania and New Jersey.
Real Estate Transactions
We provide a wide range of real estate services to clients including:
- Purchase and sale of commercial, industrial and residential properties
- Negotiating and drafting leases for office, commercial and industrial space
- Negotiating and preparing construction and architectural contracts
- Real estate financing, including conventional and construction financing, and financing through the Pennsylvania Industrial Development Authority and the Philadelphia Industrial Development Corporation
We represent our own landlord in its real estate transactions including the negotiation and documentation for its leasing of space in its buildings in both Philadelphia and Washington, DC.
We also represent one of the areaís health insurance plans with respect to its real estate needs and have assisted it in the disposition of its office building in Conshohocken and in its leasing needs both locally and in other jurisdictions.