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When the financial well-being and long-term success of your business are at stake, you need a firm that offers business experience, perspective, vision, and practical counsel. In today's climate of mega firms formed by merger upon merger, we offer a refreshing alternative: successful, results oriented legal services performed by a select and highly competent team of business experts.We believe that businesses benefit from long term relationships with legal counsel. Nothing compares with the perspective gained from years of working with an individual business client. Accordingly, our business attorneys strive to learn a client's business so that they can be effective counselors and advisors over the long haul.
Too often businesses find themselves in court because they fail to consider and plan for all the possible legal consequences of the business decisions. Our attorneys distinguish themselves as creative, forward thinking advisors who can foresee problems and suggest ways to avoid them. Creative solutions, perseverance, and communications are the means by which we deliver top quality legal services that our clients are entitled to expect.
A comprehensive approach is also important to your business. Many of the attorneys in our business group are either Certified Public Accountants, or hold advanced degrees in either taxation (LL.M) or business administration (MBA). Our business lawyers also hold leadership positions in business and professional associations. As such, our attorneys have the experience needed to address your legal issues efficiently and effectively.
Although we are an Oregon based law firm, we have many lawyers admitted to practice in Washington, California, and other states. As such, we commonly represent clients in proceedings and business transactions throughout the country.
As part of our business practice, we routinely handle matters in the following areas:
- Buy-Sell Agreements
- Capital Acquisition
- Construction Issues
- Corporate Governance
- Corporate Law
- Employee Health, Welfare and Fringe Benefit Programs
- Employment Law
- Entity Formation
- Environmental Issues
- Estate and Trust Administration
- Estate and Wealth Preservation Planning
- Executive Deferred Compensation Arrangements
- Leases
- Mergers and Acquisitions
- Organization of Tax-Exempt Entities
- Real Estate Lending
- Real Estate Purchases and Sales
- Tax Deferred Exchanges
- Tax Planning and Tax Appeals
Practice Area Chair(s)
Darin D. Honn
Articles related to this area
Protecting Yourself As A Director Of A Nonprofit Corporation
Are you a business associate under HIPAA? If so, are you ready to comply with HIPAA's privacy and security rules?
Deeds-in-Lieu of Foreclosure
Cases associated with this practice area
Buy/Sell of LLC InterestsBuy/Sell of LLC InterestsWe represented an individual investor who was a major shareholder and active manager in a large construction company and several related entities. We were asked to facilitate his withdrawal and disposition of his interests. In doing so, we advised our client on a wide variety of issues including the scope of noncompetition agreements, issues relating to corporate debt guarantied by our client as well as the remaining investors, and appropriate strategies for the orderly completion of the transactions.
Division of a Family BusinessDivision of a Family BusinessWe also represented a family in the division of their company into two separate entities. The transaction was structured as a tax-free reorganization and approved by the IRS in a private letter ruling.
Expansion of Family BusinessExpansion of Family BusinessWe assisted in representing a small, family owned business in restructuring its corporation to expand the business. The family owners were able to bring in new investments; take advantage of a unique, exclusive distributorship opportunity; and expand the existing business line while maintaining ultimate control of the corporation.
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Management Buy-Outs
Management Buy-Outs
We often represent management groups in the purchase of the company from retiring owners. The interpersonal relations and negotiation dynamics of these transactions are often as delicate as the contract terms. Our lawyers are skilled in both areas.
Merger and Acquisitions
Merger and Acquisitions
We recently represented a regional mechanical contracting firm in the successful negotiation and sale of its operations to a publicly traded national consolidator in the HVAC and mechanical contracting industry.
Merger and Acquisitions
Merger and Acquisitions
We successfully negotiated the multi-million dollar sale of a local company offering international tours to a well known national tour company. Our clients are now happily retired at a rather young age.
Municipal Bond Counsel
Municipal Bond Counsel
We represented a Port District in issuing $50 million in revenue bonds sold to an institutional investor in exchange for a very flexible and cost effective line of credit to fund Port construction projects.
Municipal Bond Placement
Municipal Bond Placement
We acted as bond counsel to a port district to place a net revenue bond with an institutional lender, which financing was structured as a line of credit which allowed the port flexible financing as needed.
National Training Center
National Training Center
We have assisted in the organization and operational contracts for a new National Training Center for decision making in disaster situations.
Private Lending Transactions
Private Lending Transactions
We represented the family members of a privately-held ice cream manufacturing and distribution business in the sale of assets of the business to a new operator. The unpaid portion of the purchase price was secured by the assets sold.
Sale of Business
Sale of Business
We recently assisted our clients, the shareholders of an Oregon corporation with approximately $110 million in annual revenues, in selling all of the shares of their corporation to a Fortune 500 publicly traded corporation. Such a sale had been a long term goal of our clients. We were able to assist them in various issues, including those (1) related to the sale of the securities, (2) security for outstanding obligations owed to them, (3) employment agreements for several of the principals, and (4) limitation of liabilities with respect to covenants in the sales agreements. The Chief Executive Officer of the publicly traded company personally came to Portland and complimented both Sussman Shank LLP and the Wall Street law firm representing it for the timely and efficient legal services involved in closing a technically difficult transaction.
Sale of Businesses
Sale of Businesses
One of several areas of law that the business attorneys of Sussman Shank LLP have significant experience in is the buying and selling of businesses. Our business attorneys are well versed in structuring, negotiating, documenting and closing transactions involving the purchase and sale of businesses. For example, over the past several years, business attorneys at Sussman Shank LLP have participated in the sale of one of our Country's largest mail-order travel tour operators, the sale of one of the Northwest's largest janitorial services, the sale of one of the Northwest's largest electrical contractors, and the sale of a large Northwest cement manufacturer. Our business attorneys also have participated in the purchase and sale of many smaller businesses including restaurants, retail stores, furniture manufacturers, welding fabricators, and many other forms of retail and manufacturing based businesses.
Sale of Health Club
Sale of Health Club
We represented the limited partnership owner of a full service health club in selling the assets of the club to a new operator. Because a portion of the purchase price is to be paid over time, we assisted in negotiating the structure of the payments and the security for repayment. We also assisted our client with issues related to the termination of its employees and other issues.
Sale of Medical Practice
Sale of Medical Practice
The Business group represented a doctor of podiatry in the sale of his business to an employee. The transaction included documentation of the sale and security for the purchase price, negotiations with the landlord concerning the ongoing lease obligations, and consideration of the tax implications.
Sale of Restaurant
Sale of Restaurant
When the franchisee owner of two restaurants was facing financial difficulty, Sussman Shank LLP lawyers helped complete the sale of the struggling restaurant to the franchisor, relieving our client of significant cash flow issues and reducing debt while maintaining the franchise for the more successful restaurant. We also assisted the client in negotiating with its landlord and restructuring secured debt to set the stage for a possible turnaround.
Tax-Leveraged Business Sale
Tax-Leveraged Business Sale
We recently assisted in facilitating the sale of a multi-faceted group of family owned businesses in the industries of sand & gravel, ready-mix, and river dredging to a multi-national corporation. Significant tax savings were achieved for the sellers through the use of Charitable Remainder Trusts, and other deferral techniques.
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Clients associated with this practice area
Bob's Red Mill Natural Foods, Inc.
Columbia Ultimate, Inc.
Component Concepts, Inc.
| (more) | Dotter Interventional Angiography Institute
Fairway Development, LLC
Halton Co.
Imperial Steel Craft, Inc.
Investment Counseling Group, Inc.
IPA Financial Advisors, Inc.
J & M Auto Import & Rebuilding, Inc.
Jackson Food Stores, Inc. (dba Jackson Oil)
K & R Plumbing Construction Company, Inc.
Landlady, LLC
Marquam Group, Ltd.
MasterCraft Furniture, Inc.
MCD Mechanical Services, LLC
Metrochem, Inc.
Newfortunes, Inc.
Oregon Meat Co. Inc.
Pavement Maintenance, Inc.
ProKarma, Inc.
Robinson Development, LLC
R-W International, Inc.
Seattle Funding Group, Inc.
Special Equipment Engineering, Inc.
Spider Environmental
Stewart-Stiles Truck Lines, Inc.
The Sweetwater Company, Inc.
Tom's Natural Foods
Transportation Factoring, Inc.
Tri-Cities Pizza, dba Papa Murphy's
Tutocat, Inc.
Water Front Recreation, Inc.
West Coast Shoe Company
Western Wood Structures, Inc.
Windell Snowboard, Inc.
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Attorneys practicing in this area
Besen, Aaron J. -
Partner
Caplan, Barry P. -
Partner
Hanna, Harry M. -
Special Counsel
Honn, Darin D. -
Partner
Kmetz, Heather A. -
Partner
Levelle, Michael D. -
Special Counsel
Misley, Jeffrey C. -
Partner
Nunn, Robert W. -
Partner
Parkin, Matthew S. -
Special Counsel
Roehm III, Victor J. -
Attorney
Sanchez, Gabriela -
Partner
Tarr, Jeffrey S. -
Partner
Thomsen, LL.M., Dallas G. -
Attorney
Paralegals supporting this practice area
Dolan, Michelle L. -
Paralegal
Whitcomb, Teresa L. -
Paralegal
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Disclaimer: The information in this Web site is for general purposes only and should not be construed
as specific legal advice by Sussman Shank LLP or its attorneys. If you have specific legal questions consult
with your own lawyer or call to make an appointment. |
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