Corporate & Business Transactions

We act as transactional counsel to privately held companies, sponsors, investors and entrepreneurs — forming the entity, documenting the relationships among its owners, and executing the transactions that change them.

Transactional work includes asset purchases, stock purchases and membership-interest purchases, mergers and reorganizations, and the diligence, disclosure schedules, indemnification provisions and post-closing adjustments that accompany them. We represent middle-market businesses in acquisitions and in strategic growth transactions, including those carrying securities-law considerations, and handle equity buyouts and the restructuring of entities and investor positions that follow them.

Entity and governance work covers formation and selection in Georgia and Delaware, holding company and subsidiary structures, LLC operating agreements, partnership and shareholder agreements, buy-sell provisions, and the admission, transfer, redemption and separation events that follow. Where a client operates several ventures, the structures are built so that assets, liabilities and tax attributes stay where they were intended.

For clients without in-house counsel, the firm serves as outside general counsel on the matters that recur between transactions — commercial leases, operating agreements, contracts, employment documentation, entity maintenance and general corporate questions. The firm also documents credit facilities and structured financing arrangements for corporate borrowers.